SUBSCRIPTION AGREEMENT

KNOW ALL MEN BY THESE PRESENTS:

This Subscription Contract is made and entered this _____________ by and

between:

____________________________, a corporation duly organized

and existing under the Philippine laws, with principal office address
at _____________________, herein represented by its President,
_____________, (hereinafter referred to as the “Corporation”);

-and-

_______________, Filipino, of legal age and with residence at

___________________, (hereinafter referred to as the
“Subscriber”).

Corporation and Subscriber shall hereunder be referred to collectively as

the “Parties”.

WITHNESSETH THAT-:

WHEREAS, the Corporation __________________ (_____________) unused

COMMON Shares.

WHEREAS, Subscriber wishes to subscribe ________________________

(_______) COMMON Shares of the Corporation (the “Shares”)

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

I. SUBSCRIPTION

Subscriber hereby subscribe to the Share price of P100 per share or total
subscription price of ______________________ (_______) (the “Subscription
Price”).

II. PAYMENT

Subscriber shall pay for the Shares in cash. Receipt of the full Subscription Price
is hereby acknowledged by the Corporation.

III. DOCUMENTARY STAMP TAX

Corporation shall file and pay the Documentary Stamp Tax (“DST”) within five
(5) days after the close of the month when the Shares were issued. For
purposes of this section, the Shares shall be considered issued on the date of
this Agreement.
 IV. DELIVERY OF STOCK CERTIFICATES

The Certificate of Stock shall be issued to Subscriber upon full payment of the
Subscription Price and the interest and expenses, if any, provided that the DST
on the issuance of the shares has also been paid.

V. SUPPORTING DOCUMENTS AND ADDITIONAL ACTS

The Parties, agree to execute such other documents as reasonable and

necessary for the proper implementation of this Agreement.

VI. APPLICABLE LAW

This Agreement shall be governed by and construed in accordance with the law
of the Republic of the Philippines.

VII. SUCCESSORS AND ASSIGNS

This Contract shall be binding on the successors and assigns of both Parties.

VIII. ENTIRETY OF AGREEMENT

This Agreement represents the entire agreement between Company and

Subscriber and supersedes all prior negotiations, representations, agreements,
either oral or written.

IX. AMENDMENTS AND MODIFICATIONS

This Agreement may be amended only by a written instrument signed upon by

both Parties.

IN WITNESS WHEREOF, the parties have hereunto signed this Subscription

Contract on the date above-stated.

_________________
Represented By:

__________________ ____________
President Subscriber
Republic of the Philippines)
City of ) S.S.

Acknowledgment

BEFORE ME, a Notary Public for and in ______________, this __________________,

personally appeared:

Names Proof of Identity

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

IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my notarial seal on the
date and the place first above written.

Doc. No.:____;
Page No.:____;
Book No.:____;
Series of 20___.