CONTRACT TO SELL

This Contract is made and entered by and between:

____________________________________, a corporation duly organized and existing under

and by virtue of the laws of the Republic of the Philippines with principal place of
__________________________________, represent in this act by its
______________________________________, hereinafter referred to as the FIRST PARTY;

- And-

COMPANY, with the principal address at __________, represented by its ________, hereinafter
referred to as the SECOND PARTY

W I T N E S S E T H:

WHEREAS, the SECOND PARTY is in need and the FIRST PARTY is in the position to
supply ___________________________________________.

That for and in consideration of the mutual covenants, terms and conditions hereinafter
set forth, the parties hereto agree as follows:

1. The FIRST PARTY shall supply the SECOND PARTY:

_______________________________________

2. That the total consideration for the said medical equipment shall be
____________________________ (Php ________________) F. O. B. LIPA, BATAN-
GAS.

Payment shall be _______ down payment upon issuance of Purchase order, _______
balance to be paid via online bank transfer over the next _______ months in equal
monthly installments.

3. The FIRST PARTY shall retain ownership to _______________________________ until

the SECOND PARTY completes the payment.

4. Warranty shall be _______ year for parts and labor services. Warranty shall commence
upon delivery and acceptance. Defects or malfunctions arising from misuse or negli-
gence of the SECOND PARTY shall not be covered by warranty.

5. For service parts supply or for products and components that need replacement on the
machine and/or equipment, the FIRST PARTY shall maintain stocks and parts that are
subject to wear and tear and frequently requested for maintenance purposes. For any
products and components manufactured by third party the actual availability of parts
shall apply.
6. All documents related to the equipment and machine manual, OEM (Original Equipment
Manual) and others shall be given to the SECOND PARTY.

7. In case of malfunction during warranty, defects or operational problem of the unit, the re-
sponse time of the service engineer(s) of the FIRST PARTY shall be within twenty-four
(24) hours from the time the malfunction, defect or problem is reported and the FIRST
PARTY shall guarantee an uptime of 95%. During the period of the repair, the SECOND
PARTY shall provide another equipment of the same capability for SECOND PARTY’s
temporary use until such time that the delivered equipment is completely restored to its
full use within the warranty period, provided, however that if any equipment is not yet
completely restored to its full use within thirty (30) days from date of repair, the equip-
ment shall be replaced with a new equipment of the same brand, quality and specifica-
tion as long as the equipment has been used in a normal way according to its specifica-
tion and has not been tampered in any unauthorized way.

8. Preventive maintenance of the equipment during the ________ year warranty period
shall be provided by the FIRST PARTY without additional costs to the SECOND PARTY.

9. The FIRST PARTY shall provide on-site training to technicians and end users of the
SECOND PARTY for a period of two (2) days or until such time as the operation is
known to the SECOND PARTY which shall not be more than two (2) working days, after
which the former shall provide certificate of training to the latter. Additional training will
be given to employees end user upon request until they are familiarized with the ma-
chines.

10. The SECOND PARTY shall be responsible and liable for the loss and damage due to
negligence of the end user.

11. No terms and conditions, agreements or understanding, oral or written, other than those
stated herein, shall in any way modify the terms of this Agreement.

12. The parties herein expressly and voluntarily submit to the jurisdiction of LIPA CITY Court
for any legal action arising out of this transaction.

IN WITNESS WHEREOF, we have hereunto set our hand this day of _________, 2022 in
______________, Philippines.

FOR THE FIRST PARTY: FOR THE SECOND PARTY:

______________________

____________________
 SIGNED IN THE PRESENCE OF:

____________________ ____________________

ACKNOWLEDGEMENT

REPUBLIC OF THE PHILIPPINES)

CITY OF )

BEFORE ME, a Notary Public for and in the ___________, Philippines, on this
______________day of ________________, personally appeared the following:

Name Identification Date/Place of Issue/Expiry Card No.

To me and to me known to be the same persons who executed he foregoing and they acknowl-
edged to me that the same is their free voluntary act and deed and the corporation herein repre-
sented.

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

Doc. No: __________

Page No.: __________
Book No.: __________
Series of 2022