Name of Legal Document
Addendum to Contract
Affidavit
Affidavit of Cohabitation
Affidavit of Desistance
Definition and Purpose
An Addendum to Contract amends the terms
of an existing contract by changing, deleting
or inserting new section in the contract. An
Addendum is an easy and efficient way of
amending an existing contract. Instead of
having the parties re-execute the contract
and start from scratch whenever there’s a
modification of their agreement, the parties
can simply execute an Addendum to
incorporate the modification into their
existing contract.
An Affidavit is a written statement under oath
by a person (the “Affiant”) asserting that
the facts stated in the Affidavit are true
based on his personal knowledge and at the
risk of perjuring himself.
An Affidavit of Cohabitation is a
written statement under oath by a man and
woman stating that they have lived together
as husband and wife for a period of not less
than 5 years without any legal impediment to
marry each other.
This is normally executed pursuant to
Article 34 of the Family Code which makes it
easier for couples who have actually
cohabited as husband and wife for at least 5
years to get married without obtaining a
marriage license. This is meant to help
couples who are old and responsible enough,
usually with children born out of wedlock, to
get married without going through the rigors
of complying with the requisites for securing
a marriage license.
An Affidavit of Desistance is a written
statement under oath by the complainant
stating that he’s no longer interested in
pursuing the complaint or criminal case
against another person. The complainant will
no longer assist in prosecuting the other
person by not giving either evidence or
testimony.
The Affidavit of Desistance is filed before the
office or court where the complaint is
pending or being investigated. However,
please note that merely filing the Affidavit of
Desistance does not automatically dismiss the

Affidavit of Domestic Partnership
Affidavit of Late Registration of Birth
Affidavit of Loss
Affidavit of Loss of ID
Affidavit of Loss of Stock Certificate
complaint or criminal case. The decision to
dismiss the complaint or criminal case
ultimately lies with the investigating officer or
the judge.  
An Affidavit of Domestic Partnership is a
written statement under oath by a man and
woman stating that they have lived together
as husband and wife for a certain period
without any legal impediment to marry each
other.
This is normally executed pursuant to article
34 of the Family Code which makes it easier
for couples who have actually cohabited as
husband and wife for at least 5 years to get
married without the necessity of a marriage
license. This is meant to help couples who
are old and responsible enough, usually with
children born out of wedlock, to get married
without going through the rigors of
complying with the requisites for securing a
marriage license. 
An Affidavit of Late Registration of Birth is a
written statement under oath by the affiant
in support of an application for delayed
registration of birth with the Philippine
Statistics Authority (PSA). The affidavit
explains the circumstances of the person
whose birth registration was delayed and
why the person was delayed in registering
his/her birth with the PSA. 
An Affidavit of Loss is a written statement
under oath where a person (the “affiant”)
declares the physical loss of property. In
short, it means the property is lost and can
no longer be found. The loss can be due to
inadvertent misplacement, theft, destruction
by fire, flood or other means.
An Affidavit of Loss of ID is a written
statement under oath where a person (the
“affiant”) declares the physical loss of a
certain ID. In short, it means the ID is lost
and can no longer be found. The loss can be
due to inadvertent misplacement, theft,
destruction by fire, flood or other means.
An Affidavit of Loss of Stock Certificate is a
written statement under oath where a person

Affidavit of No Consent of Spouse for
Transfer of Property
Affidavit of No Income for Business
Affidavit of Self-Adjudication of the Estate
By-Laws for Stock Corporations
(the “affiant”) declares the physical loss of
a certain stock certificate. In short, it means
the stock certificate is lost and can no longer
be found. The loss can be due to inadvertent
misplacement, theft, destruction by fire, flood
or other means. 
An Affidavit of No Consent of Spouse is a
written statement under oath by a person
that he/she cannot obtain the consent of
his/her spouse for the transfer of property.
Normally in transactions involving the
transfer of property owned by a married
person, the consent of the other spouse is
required. In exceptional cases where the
consent cannot be obtained, the Affidavit is
needed to explain why the person cannot
obtain the consent of his/her spouse.
An Affidavit of No Income is a written
statement under oath by an authorized
representative of the business (the “affiant”)
that the business does not have any income
for a certain period.
An Affidavit of Self-Adjudication is a written
statement under oath by a sole heir (the
“affiant”) where he declares that he is the
only heir of the deceased and is adjudicating
the entire inheritance to himself.
In addition to the Articles of Incorporation
which is required for every corporation, the
corporation must also have By-Laws. The
Articles of Incorporation is the corporation’s
charter and contains its most basic
information. On the other hand, the By-Laws
contain provisions for the corporation’s
internal government and for the management
of its stockholders as well as those having
the direction, management and control of the
corporation.
The Revised Corporation Code of the
Philippines allows the By-Laws to be
submitted to the SEC after the issuance of
the Certificate of Incorporation. In practice
though, the By-Laws are submitted together
with the Articles of Incorporation for approval
by the SEC.
If the By-Laws will be submitted after

Cancellation of Chattel Mortgage
Cease and Desist letter
Chattel Mortgage
incorporation, the approval of stockholders
representing at least a majority of the
outstanding capital stock must be obtained.
The approval of the majority of directors
must also be obtained. If the By-Laws will be
submitted prior to incorporation, the By-Laws
should be approved and signed by all the
incorporators and submitted to the SEC
together with the Articles of Incorporation.
This By-Laws is intended to be submitted
together with the Articles of Incorporation as
is usual practice.
A Cancellation of Chattel Mortgage is a
creditor’s (the “mortgagee”) declaration
cancelling the mortgage executed in his favor
by the debtor (the “mortgagor”) over certain
movable property. Movable property is
generally all things that can be transferred
from one place to another (i.e. car,
phone). If the property is attached to
immovable property, it should be removable
without damaging the immovable property. 
Once the mortgage is cancelled the property
is no longer considered as security for the
debt and the mortgagee cannot foreclose the
property.
A Cease-and-Desist Letter is a formal warning
to an individual or corporation to stop
("cease") and not continue ("desist") any
offensive or illegal activity. The letter explains
why such activity infringes on the sender’s
rights and gives the recipient a period of time
to voluntarily comply with the demand. The
letter also states that if the recipient fails to
comply within the given period, the sender is
prepared to pursue appropriate legal
remedies (i.e., file a complaint in court).
There are no special legal requirements to
send a Cease-and-Desist Letter but it’s best
to use a mode of service where you can trace
whether it was received or not (i.e. via
courier).
A Chattel Mortgage is a contract where
movable property (i.e. a car) is put up as
security by the debtor (the “mortgagor”) in
the creditor’s (the “mortgagee”) favor for a

Chattel Mortgage for Payment of Loan
Co-ownership agreement over property
Consignment Agreement for Sale of Goods
loan or any other principal obligation. If the
debtor fails to pay the loan or fulfill the
principal obligation the creditor may foreclose
the mortgage and sell the movable property
on public auction. The proceeds of the sale
will then be used to pay the debt.
An obligation secured by a Chattel Mortgage
is called a secured debt. On the other hand
an obligation unsecured by any collateral is
called an unsecured debt.
A Chattel Mortgage is often used in
transactions involving money such as lending
& borrowing of money. The lender will be
more willing to lend money if the debt is
secured by a mortgage which the lender can
look to for recovery if the debtor fails to pay
the loan.
A co-ownership agreement is used to
formalize a co-ownership arrangement
among multiple owners of a certain piece of
property. The agreement shows the
ownership share of each co-owner and
details each co-owners’ rights to use the
property, any income they’re entitled to (i.e.
to receive the rent proceeds from the
property) and what their obligations are (i.e.
to pay taxes and maintenance of the
property).
A Consignment Agreement for Sale of Goods
is an agreement between the owner of the
goods (the “consignor”) and another person
(the “consignee”) for the consignee to sell
the goods on the consignor’s behalf. Under
such arrangement the consignor receives the
sales price while the consignee receives a
commission.
The Consignment Agreement sets out the
complete terms of the consignment and the
respective rights and obligations of both
parties. It contains basic provisions such as
a description of the goods being sold and the
amount of the consignee’s commission. It
may also include detailed provisions
depending on your situation such as (a) the
imposition of a deadline to sell the goods;
 and (b) the degree of care the consignee
must exercise when handling the goods.
Contract for Loan A Contract of Loan is a legally binding
document where a person lends money (the
“lender”) to another person (the “borrower”)
subject to the borrower’s obligation to repay,
sometimes with interest. The loan contract
stipulates the terms of the loan such as the
(a) amount loaned; (b) interest rate; and (c)
terms of payment.

A Contract of Loan may also be either

secured or unsecured. A secured loan refers
to a loan protected by a collateral which the
lender can sell if the borrower fails to timely
pay the loan. A collateral can be either
movable property (i.e., jewelry) or
immovable property (i.e., a house). On the
other hand, an unsecured loan refers to a
loan that offers no collateral and leaves the
lender with no property that can be readily
sold to pay off the loan if the borrower
defaults.
Contract of Lease A Contract of Lease is needed when you want
to rent out your property to another person.
As the property owner you need a lease
contract to establish the terms that the
lessee should follow. It is hard to rely on a
verbal agreement or conversation because
this is difficult to prove in court and people
can easily forget important details that both
parties have agreed upon before. With a
written lease contract both parties can easily
refer to the contract to settle any confusion
or dispute regarding the lease.

Contract to Sell Immovable Property A Contract to Sell is an agreement between

the seller and buyer for the (a) seller to sell a
certain piece of property to the buyer; and
(b) the buyer to buy said property from the
seller. The contract contains the basic terms
of the sale such as (a) purchase price; (b)
payment terms; and (c) warranties.

In a Contract to Sell the seller is free to sell

the property on an as-is basis (i.e. with no
warranties) or with certain warranties to
entice the buyer to buy. A warranty is a
 legally enforceable promise that certain facts
and representations about the property are
true. This means the seller represents a
certain fact as true or makes a representation
regarding the product. A common warranty
is the seller’s promise to repair the product
for any manufacturing defects within a period
of 1-year from purchase.

On the other hand, a property sold on an as-

is basis has no warranties and the buyer is
purchasing the property in its present
condition, with all its faults either apparent or
not.
Deed of Assignment A Deed of Assignment is a contract where the
owner (the “assignor”) transfers ownership
over a certain property to another person
(the “assignee”) by way of assignment.  As a
result of the assignment the assignee steps
into the shoes of the assignor and assumes
all the rights and obligations pertaining to the
property.
Deed of Donation A Deed of Donation transfers property from
the owner (the “donor”) to another person
(the “donee”) by way of donation. The Deed
of Donation is usually executed for the love,
gratuity and affection the donor has for the
donee (i.e., from a parent to a child).  
The donation can be simple and straight-
forward with no conditions
attached.  However, the donor can also
impose conditions on the donation that the
donee must follow at the risk of the donation
being revoked.
Earnest Money Agreement for Immovable An Earnest Money Agreement is used to
Property show that the buyer is serious about
purchasing property from the seller. Under an
Earnest Money Agreement, the buyer pays
the seller an amount of money, called
“earnest money”, which is used to reserve
the property to the buyer for a certain period
of time.

During this period the seller cannot sell the

property to any other person except the
buyer. The buyer and seller then engage in
good faith discussions to finalize the terms of
sale. Once finalized the buyer purchases the

Employee Consent Form to Flexible Work
Arrangement
Employee Data Privacy Consent Form.
Employee Non-Disclosure Agreement.
property from the seller with the earnest
money being credited towards the purchase
price.
Flexible work arrangements refer to
alternative arrangements or schedules other
than the standard work hours, workdays and
workweek. Flexibility in the work schedules of
employees is beneficial as it allows reduction
of business costs while saving jobs and
maintaining competitiveness and productivity
in industries.
Flexible work arrangements are based on
voluntary consent and conditions mutually
acceptable to both management and
employees. If you intend to adopt a flexible
work arrangement for your business, you will
need your employees to sign an “Employee
Consent Form to a Flexible Work
Arrangement”. By signing the form this
shows your employees agree to the flexible
work arrangement.
A person whose personal information is
collected, stored and processed is called a
data subject. Individuals and businesses who
deal with personal information are required
to observe and respect a person’s data
privacy rights. The Philippine National Privacy
Commission, which administers the
Philippines’ “Data Privacy Act of 2012”
(“DPA”), explained that an individual’s
personal data is treated in the same way as
his/her own personal property. Personal data
should never be collected, processed and
stored without his/her explicit consent.
Businesses can get this consent through a
Data Privacy Consent Form. Under the DPA,
consent is one of the acceptable ways to
lawfully process personal data. Consent is
defined as “any freely given, specific,
informed indication of will, whereby the data
subject agrees to the collection and
processing of his or her personal, sensitive or
privileged information.”
An Employee Non-Disclosure Agreement
(“NDA”) facilitates the sharing of confidential
business information and trade secrets

Employee Quitclaim and Waiver
Employee Termination Letter due to Closure
of the Business (but not resulting from
serious business losses)
between the employer and employee. Under
the NDA the employer shares confidential
information to the employee and the
employee keeps the said information
confidential and promises not to disclose the
same.
An NDA helps the business because it allows
the employer to freely share confidential
business information with employees as
necessary for them to perform their job.
Simultaneously, the employer can expect the
employees to keep such information
confidential and to not disclose the same
under threat of legal action.
An NDA contains basic terms such as (1)
what is defined as confidential information;
(2) what is excluded from the definition of
confidential information; and (3) under what
circumstances the confidential information
may be disclosed.
An Employee Quitclaim is a formal document
where an employee waives his/her claim or
demand against the employer arising from
the employment relationship. It is executed
when the employer and employee agree on a
settlement aimed at stopping ongoing
disputes, or even avoiding future disputes,
which are potentially both costly and lengthy.
Employees in the Philippines enjoy security of
tenure which means that an employee can be
dismissed only: (a) for causes provided by
law; and (b) after due process is observed.
Employers can dismiss an employee based
only on just and authorized causes. Just
causes are based on acts attributable to an
employee’s own wrongful actions or
negligence (i.e., insubordination, habitual
tardiness). Authorized causes refer to lawful
grounds for termination which do not arise
from the employee’s fault or negligence (i.e.
closure of the business, retrenchment to
prevent losses). On the other hand, due
process refers to the employee’s right to be
informed of the reason for his dismissal and,
in case of just cases, an opportunity to

Fixed-term Employment Contract
General Power of Attorney
General Quitclaim and Waiver
Independent Contractor Agreement
defend himself.
An Employee Termination Letter helps satisfy
both of the above requirements by informing
the employee that his employment is being
terminated and the reason for the same. It
also includes other details of the termination
such as the date when the termination will be
effective and the amount of separation pay
the employee will receive.
An Employment Contract (the “Contract”) is
a written agreement between the employer
and employee stating the terms of the latter’s
employment.  The Contract contains
stipulations regarding the employee’s (a)
salary; (b) benefits & allowances; (c) job
title; and (d) job responsibilities.
The Contract may also contain stipulations
intended to protect the employer during and
after the employment relationship such as (a)
confidentiality of the employer’s proprietary
information and trade secrets; (b) non-
solicitation of the employer’s clients and
employees; and (c) the employer’s ownership
of intellectual property rights over the
employee’s work.  
A General Power of Attorney allows a person
(the “agent”) to act and decide on another
person’s behalf (the “principal”). The agent is
granted broad powers to handle the
property, financial, legal and other matters of
the principal.
A Quitclaim is a formal document where a
person waives his/her claim or demand
against another person arising from a
dispute, contract or any other obligation. It
is executed when both parties to a potential
dispute agree on a settlement to avoid future
litigation, which is both costly and lengthy. It
may also be used to end an ongoing dispute
and quickly & finally resolve it.
An independent contractor agreement is a
written agreement for the contractor to
render service to the principal as an
independent contractor (and not as an
employee). The agreement describes,
 among others, the (a) service to be rendered
by the contractor; (b) the compensation due
the contractor; and (c) the nature of the
relationship as an independent contractor
(and not as an employee).
Internship Agreement The Internship Agreement (“Agreement”) is
the formal agreement between the company
and intern stating the terms of the latter’s
internship. The Agreement contains
stipulations regarding the intern’s (a) job
responsibilities; and (b) benefits & allowances
(if any).

The Agreement may also contain stipulations

intended to protect the company during and
after the internship relationship such as (a)
confidentiality of the company’s proprietary
information and trade secrets; and (b) the
company’s ownership of intellectual property
rights over the intern’s work. An Internship
Agreement is used if a company is hiring an
intern and want to clearly outline the terms
of internship.

Joint Affidavit of Two Disinterested Persons
Real Estate Mortgage
This affidavit uses the sworn statements of
two disinterested persons to clarify
discrepancies and help establish a fact. The
two persons who will sign the affidavit should
be disinterested persons or have no interest
in the subject-matter of the affidavit.
not be related to the person subject of the
affidavit (i.e., not a parent, child) have
personal knowledge of the facts subject of
the affidavit.
A Real Estate Mortgage is a contract where
immovable property (i.e., a house) is put up
as security by the debtor (the “mortgagor”)
in the creditor’s (the “mortgagee”) favor for a
loan or any other principal obligation. If the
debtor fails to pay the loan or fulfill the
principal obligation the creditor may foreclose
the mortgage and sell the immovable
property on public auction. The proceeds of
the sale will then be used to pay the debt.

An obligation secured by a Real Estate

Mortgage is called a secured debt. On the
other hand, an obligation unsecured by any
 collateral is called an unsecured debt.
Employment Contract An Employment Contract (the “Contract”) is a
written agreement between the employer
and employee stating the terms of the latter’s
employment. The Contract contains
stipulations regarding the employee’s (a)
salary; (b) benefits & allowances; (c) job
title; and (d) job responsibilities.

The Contract may also contain stipulations

intended to protect the employer during and
after the employment relationship such as (a)
confidentiality of the employer’s proprietary
information and trade secrets; (b) non-
solicitation of the employer’s clients and
employees; and (c) the employer’s ownership
of intellectual property rights over the
employee’s work.
Secretary’s Certificate A Secretary's Certificate is a written
document by the Corporate Secretary used to
certify corporate acts or records (i.e., Board
Resolutions passed by the Board of
Directors). It is also signed and sealed by the
Corporate Secretary.
Promissory Note A Promissory Note is a legally binding
document where a person lends money (the
“lender”) to another person (the “borrower”)
subject to the borrower’s obligation to repay,
sometimes with interest. The loan contract
stipulates the terms of the loan such as the
(1) amount loaned; (2) interest rate; and (3)
terms of payment.
Service Contract A Service Contract is a written agreement for
the service contractor to render service to the
client as an independent contractor. The
agreement describes, among others, the (a)
service to be rendered by the service
contractor; (b) the compensation due the
service contractor; and (c) the nature of the
relationship as an independent contractor.
This document can be used by a service
contractor getting ready to provide a service
for a client or a client preparing to hire a
service contractor
Special Power of Attorney A Special Power of Attorney allows a person
(the “agent”) to act and make decisions on
another person’s behalf (the “principal”).
The agent is granted specific and limited
 powers to handle the principal’s affairs (i.e.
property, financial, legal).

Treasurer’s Affidavit The Treasurer’s Affidavit is an affidavit

executed by the corporation’s treasurer
certifying that (a) at least 25% of the
corporation’s authorized capital stock has
been subscribed; and (b) at least 25% of the
subscribed capital stock has been paid.

The Treasurer’s Affidavit is just one of the

many documents the SEC will require you to
submit to incorporate your corporation, such
as; (a) cover sheet (available here); (b)
name verification slip (may be secured online
from the SEC or at the SEC’s Name
Verification Unit); (c) by-laws; and, if
necessary (d) endorsement from other
government agencies. Please check here for
more information regarding these
requirements that may apply to your
business.
Termination Agreement A Termination Agreement is a formal and
written document showing that all the parties
have mutually agreed to cancel the
agreement or contract and the date the
termination will be effective.
Privacy Policy A Privacy Policy is your company's statement
of how you collect, use, store, protect,
disclose and transfer both the personal and
nonpersonal information of your users. The
definition of personal data includes names,
addresses (physical or e-mail), IP addresses,
telephone numbers, date of birth and
financial information, such as debit or credit
card details. The Privacy Policy also describes
how your company complies with its legal
obligations in handling users’ information,
such as the security measures in place to
protect user data, and how users can seek
recourse should the company fail to meet
those responsibilities.

Terms of Use The terms of use is an agreement that a

website user must abide by in order to use
your website. It specifies the rules governing
(a) how users can use your website; (b) what
relationship exists between the user and your

Software Maintenance Agreement
Affidavit of Loss of Title
Affidavit of No Consent of Spouse for Transfer of
Property
Affidavit of No Income for Business
Affidavit of Self-Adjudication of the Estate
business; (c) how and why you may suspend
or ban people from your website; and (d)
avoidance or management of any potential
legal issues.
A well-crafted term of use might cover such
areas as payment, taxes, refunds, gift
certificates, accounts, as well as details about
your business services, privacy policy,
disclaimer, warranties, limitations on liability,
etc.
A Software Maintenance Agreement is a
written agreement for the software
contractor to create and/or maintain software
for the client as an independent contractor.
The agreement describes, among others, the
(a) software to be created and/or maintained
by the software contractor; (b) the
compensation due the software contractor;
and (c) the nature of the relationship as an
independent contractor. This document can
be used by a software contractor getting
ready to provide a service for a client or a
client preparing to hire a software contractor.
An Affidavit of Loss of Certificate of Title is a
written statement under oath where a person
(the “affiant”) declares the physical loss of a
Certificate of Title of certain property. In short, it
means the Certificate of Title is lost and can no
longer be found. The loss can be due to
inadvertent misplacement, theft, destruction by
fire, flood or other means. 
An Affidavit of No Consent of Spouse is a written
statement under oath by a person that he/she
cannot obtain the consent of his/her spouse
for the transfer of property. Normally in
transactions involving the transfer of property
owned by a married person, the consent of the
other spouse is required. In exceptional cases
where the consent cannot be obtained, the
Affidavit is needed to explain why the person
cannot obtain the consent of his/her spouse.
An Affidavit of No Income is a written statement
under oath by an authorized representative of
the business (the “affiant”) that the business
does not have any income for a certain period.
An Affidavit of Self-Adjudication is a written
statement under oath by a sole heir (the
 “affiant”) where he declares that he is the only
heir of the deceased and is adjudicating the
entire inheritance to himself.

Articles of Incorporation (Stock and Non-stock The Articles of Incorporation is a document

Corporations) needed to form and register a corporation with
the Securities and Exchange Commission (SEC) of
the Philippines. The Articles of Incorporation acts
as the charter of the corporation and contains its
most basic details (i.e., name, address, purpose).
Once the Articles of Incorporation and the
required supporting documents are submitted to
the SEC, the SEC will issue the Certificate of
Incorporation formally recognizing the
corporation as an artificial person created by law
(i.e., given legal personality).