MEMORANDUM OF AGREEMENT

[Profit Sharing Agreement]

AL-AZIZ HAIRUN SAHIDMARITES PANTALEON FIDELADANIA H. HAIRUN JAITON H. AIDIL

This Agreement, made and entered into and by and between:

ALPHAMED HEALTH SOLUTIONS, having its principal place of business located at Door 2, Gador Apartment, 1st
Road, A.S. Alvarez Drive, Tetuan, Zamboanga City, Philippines, represented by its owner/proprietor, AL-AZIZ
HAIRUN SAHID, of legal age, single, Filipino citizen and with address at A.S. Alvarez Drive, Tetuan, Zamboanga City,
Philippines (hereinafter referred to as the "COMPANY");

-And-

MARITES PANTALEON FIDEL, of legal age, single, Filipino citizen and with postal address at Lemon
Drive, Baliwasan, Zamboanga City, Philippines, hereinafter referred to as “INVESTOR;”

W I T N E S S E T H:

WHEREAS, the Company is engaged in distribution of pharmaceutical products and other similar goods;

WHEREAS, Investor desires to invest for the goodwill of the Company’s business;

WHEREAS, the Company and Investor desire to enter into an agreement whereby the Company and the Investor
will share the profits realized from the net gross of the sale of products due to the efforts of Company according to
the terms and conditions herein.

NOW, THEREFORE, in consideration of the mutual covenants and promises made by the parties hereto, the
Company and the Investor covenant and agree as follows:
1.
1. TERM. This Agreement shall be for a period of one (1) year from the time this agreement is signed by both
parties and shall be considered and automatically renewed unless terminated by any party.

2. TERMINATION OF AGREEMENT. The Investor may terminate the agreement upon written notice to the
company at least six (6) months before withdrawing his investment.

3. EFFECT OF TERMINATION. Upon termination of this agreement, the following shall occur:

3.1 The Investor will receive his share of profit six (6) months upon tendering his notice of withdrawal of
the investment.

4. INVESTMENT. The Investor shall invest in the amount of ONE HUNDRED THOUSAND PESOS (PHP
100,000.00) and shall be payable to the Company in cash or in check.

5. PROFIT SHARE. In consideration of the agreement, the Investor shall be entitled to the return of the full
amount of his investment plus THREE PERCENT (3%) thereof from the date of maturity of the investment.

6. ADDITIONAL INVESTMENT. The Investor may increase the amount of his investment. The same is subject to
the terms stated herein.

7. CONFIDENTIALITY. The Investor, shall not, in any fashion, form, or manner, either directly or indirectly:

7.1 Disclose or communicate to any party any information relating to the Company’s business or the
Product including (but not limited to) customer lists, price points, or marketing plans;
7.2 Use any Confidential Information other than solely for the benefit of the Company; or
7.3 Assist a third party in using any Confidential Information in any manner but solely for the benefit of
the Company.

8. FORCE MAJEURE. No failure or omission by either party to carry out or to observe any of the terms or
conditions of this Agreement will give rise to any claim against the party in question or be deemed a breach
of this Agreement if such failure or omission arises from any cause beyond the reasonable control of that
party.

9. VENUE OF ACTION. Any legal action arising under or by virtue of this Agreement shall be brought only and
exclusively in the proper court of Zamboanga City and by the execution of this Agreement, the parties
irrevocably submit to the jurisdiction of such courts.
MOA – Profit Sharing Page 2 of 2

10. APPLICABLE LAW. This agreement shall be governed and construed in accordance with the laws of the
Philippines.

11. SEPARATION CLAUSE. If any one or more of the provisions contained in this Agreement, shall be declared
invalid, illegal or unenforceable in any respect, the validity, legality, and enforceability of the remaining
provisions contained herein shall not in any way be affected or impaired.

IN WITNESS WHEROF, the parties have caused these presents to be signed on

________________________ at Zamboanga City, Philippines.

ALPHAMED HEALTH SOLUTIONS

(COMPANY)
By:

AL-AZIZ H. SAHID MARITES P. FIDEL

Authorized Representative (INVESTOR)

SIGNED IN THE PRESENCE OF:

ADANIA H. HAIRUN JAITON H. AIDIL

ACKNOWLEDGMENT
REPUBLIC OF THE PHILIPPINES)
CITY OF ZAMBOANGA ) S.S

At Zamboanga City this 5th day of November, 2018, personally appeared before me the following persons with their
respective Valid Identification, to wit:

Name COMPETENT EVIDENCE OF IDENTITY

1. AL-AZIZ H. SAHID PRC ID No. 0658162
2. MARITES P. FIDEL

Known to me to be the same persons who executed the foregoing instrument and they acknowledge to me that the same is
their free and voluntary act and deed as well as the free and voluntary act and deed of the principals they represent. This
instrument refers to as Memorandum of Agreement consisting of four (4) pages by the parties and their witnesses on each
and every page hereof.

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

ATTY. EKEENA O. LIM

Notary Public
Notarial Commission No. 64-2017; Until 12/31/2018
Roll No. 67161; 05/24/2017
IBP No. 022489; 01/08/2018; Z.C.
PTR No. 1623599; 01/05/2018; Z.C.
Zamboanga City

DOC. NO. ____;

PAGE NO. ____:
BOOK NO. ____;
SERIES OF 2018