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No.

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CONTRACT OF LEASE

KNOW ALL MEN BY THESE PRESENTS:

This CONTRACT OF LEASE (“CONTRACT” for brevity) made and entered into this 10th day of
March, 2023 at Boracay Island, Malay Aklan, Philippines, by and between:

LUANA LIFESTYLE AND LEISURE HOTEL, INC., a corporation duly organized and
existing under the laws of the Philippines, domiciled and with principal office address at 5TH Floor,
Lotus Mall, Nueno Avenue, Imus, Cavite, represented herein by DENNIS LEE, hereinafter
referred to as “LESSOR”
- and -

KRISTIN MARIE NICOLAU_a Filipino Citizen of legal age, with principal address at
JM Basa St, La Carlota City, Negros Occidental, hereinafter referred to as the “LESSEE”.

WITNESSETH:

That for and in consideration of the mutual covenants, stipulations and agreements and the payment of the
lease price in the manner provided hereunder, the LESSOR does agree to let unto the LESSEE, and the latter does
hereby agree to lease from the LESSOR, the space located at HUE HOTEL AND COMMERCIAL CENTER
(“HUE” for brevity), Main Highway, Boundary of Station 2 and Station 3 as indicated in the attached sketch plan
marked “Annex A” which is made an integral part of this Contract.

1. OBJECT OF THE LEASE – The space designated as object of this Contract is known and identified as
107 F at 15 SQM, subject to joint actual measurement. The space is situated at the Ground Floor of
STATION X – Streetmarket located at Hue Hotels & Resorts, Station 2, Main Road, Boracay
Island, more particularly indicated in “Annex A” and made an integral part hereof.
The space covered by this Contract is to be treated as a whole and the LESSEE is strictly prohibited during
the term of this Contract to divide/sub-lease or abandon a portion thereof without the LESSOR’S express consent.

The LESSEE shall not consign this Lease Contract or sublease or sublet all or any part of the leased premises
and no right, title or interest thereto or therein shall be conferred on or vested in anyone other than the LESSEE by
the LESSOR. This violation shall cause the termination of this lease.

2. TERM OF THIS LEASE – The term of this lease shall begin on April 1, 2023 and shall end on
March 31, 2024.

3. RENTAL (Use and Occupancy) – In consideration of leasing and occupying a space in HUE,
the LESSEE agrees to pay the LESSOR a total monthly rental of PESOS: TWENTY THOUSAND PESOS (Php
20,000.00) or 5% of Gross Sales, whichever is higher, Philippine Currency, exclusive of VAT, payments to
the Special Education Fund, real estate taxes, and special assessments that may be imposed by the local municipal
government. It is further agreed that payment shall be made by way of bank to bank transfer at a bank specified by
the LESSOR, except for the Security Deposit and Advance Rent, payable every 5th day of each month.

Said rental is inclusive of CUSA, exclusive of VAT ,payable every 5th day of each month.

Provided, further, that electricity, water, gas, telephone, and other utility operation, consumption and
maintenance are for the account of the LESSEE. The LESSEE shall provide its own meters during construction and
operation.

In case of default in payment, bouncing checks, late or delay in payment, or any other analogous acts, of
rent and/or CUSA, and/or any other charges, a 10% penalty charge shall be imposed on the total amount due and
the same shall be charged interest at the rate of 5% per month compounded monthly.

Instead however of exercising the above remedies, the LESSOR may at its sole and exclusive option, cancel
this Contract. The LESSOR shall then be free to enter into a new Contract of Lease with other parties over the unit
subject of this Contract. The LESSEE shall vacate the unit immediately to allow the new LESSEE or the LESSOR to
take over the unit subject of this Contract.

It is hereby agreed that the aforementioned rental stipulated herein shall not be interrupted and shall
continue to run during any temporary stoppage of business operation of the LESSEE due to fortuitous event, fire,
flood, civil disturbance, black-out, strike, picketing, or any other cause analogous to the foregoing.

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The Parties hereby mutually agree to correct the figures appearing herein in the event errors in pricing and
computation are discovered at any time. Any and all payments made to a party other than the LESSOR or its
authorized representative shall be at the LESSEE’s sole executed risk and responsibility, and shall not make the
LESSOR answerable in any way therefore. It is further agreed that all payments shall be made by the LESSEE at
the principal office of the LESSOR located at the Administration Office, Lotus Central Mall, Nueno Avenue, Imus,
Cavite or its assigns or agents without necessity of demand or services of a collector.

4. SECURITY DEPOSIT – In addition to the payment of the rentals, the LESSEE, shall also deposit
in cash with the LESSOR a total amount of PESOS: FORTY THOUSAND (Php 40,000.00) Philippine
Currency, equivalent to Two (2) months rental which shall be non-interest bearing, to serve as guaranty for the
faithful compliance by the LESSEE of all covenants and conditions of this Contract as well as to answer for any
damages on the premises subject of this agreement and unpaid utility and/or service. Failure by the LESSEE to
comply with any of the covenants and conditions of this Contract, (i.e. non-payment of rent and other
accountabilities) however, shall mean forfeiture of this security deposit in favor of the LESSOR, should the LESSOR
opt to terminate the contract instead of exercising its other options.

The LESSEE shall, upon the execution of this contract, deposit in cash with the LESSOR the Security
Deposit as a security for his due observance and faithful compliance of all the terms and conditions of the Contract
which deposit shall be refunded without interest at the expiration of this lease net of payment for any damages on
the premises and unpaid utility and/or service charges after the complete pull-out of the LESSEE and clearance
from the LESSOR. Should the LESSOR agree to a further renewal or extension of this lease, a cash deposit equivalent
to two (2) months rental shall at all times be retained, and shall be refunded at the final expiration of the lease,
provided, the security deposit shall be increased in proportion to the increase in rentals upon renewal. Security
Deposit shall be payable immediately upon signing of this Agreement. However, should the LESSEE be terminated
or abandon the leased premises before the expiration of the agreed term hereof, for whatever reason or cause, then
the said deposit shall automatically be forfeited in favor of the LESSOR.

It is agreed that the security deposit cannot be used to pay future rent and shall not answer for the liability
of the LESSEE for any breach of the other provisions of the Contract and therefore shall be settled accordingly
without using the aforesaid security deposit.

5. INSURANCE - The LESSEE, at its sole expense, shall be responsible for the purchase and
maintenance of insurance for any and all installations and improvements on the leased premises against damage or
destruction by fire, earthquake, war, third party liability, and all other extended coverage risks.

6. REAL PROPERTY TAX – The LESSEE shall pay real estate tax on improvements.

7. LIABILITY FOR SPECIAL ASSESSMENTS – The LESSEE shall be liable and shall be billed
for his contribution for any special assessment or payments to the Special Education Fund, real estate tax on
improvements and other assessments or all sums to be imposed by the Municipal Government in proportion to the
area being occupied by the LESSEE.

8. USE OF LEASED PREMISES – The LESSEE hereby expressly agrees and warrants that the
premises shall be used as “Food Hall Space”. The LESSEE is prohibited from carrying as part of his merchandise
or general items for sale anything that is not allowed by the LESSOR or is contrary to laws and customs.

9. PROHIBITIONS – The LESSEE shall not divert the leased premises to other uses, it being
expressly agreed that if, at any time during the existence of this lease contract and without prior written consent of
the LESSOR, the said premises are used for purposes other than what has been agreed upon in Section 8, the
LESSOR, at its sole and exclusive option, has the choice to a) rescind the contract, b) increase the price c) compel
the LESSEE to stop the new activities, and in any case, if the LESSEE refuses to comply with either b) or c) as the
case maybe, the LESSOR may rescind the contract.

a. Business Conduct – The LESSEE shall at all times, during this contract, conduct his business in a
reputable manner as a quality establishment in accordance with the standards of the LESSOR.

The LESSEE also agrees to keep the premises open for business during business days and such
reasonable hours as may be designated by the LESSOR in accordance to the law. The LESSEE shall
be charged a penalty for late opening or early closing, and for closure/non-operation of business.

b. Construction and Repair - The LESSEE shall not make any alterations, additions or improvements
on the premises without the written consent of the LESSOR. Provided, however, that all such
authorized alterations, additions or improvements made by either party in or upon the leased
premises, except the movable furniture and fixtures put in at the expense of the LESSEE and
removable without defacing or injuring the building or the leased premises, shall become the property
of the LESSOR and shall remain upon and be surrendered with the same premises as a part thereof
at the end of the lease without compensation or reimbursement to the LESSEE.

Complete working drawings and plans shall be submitted to the LESSOR for its approval before any
construction is done in the premises. The LESSEE shall provide general insurance coverage against
damage to persons or property during and after construction.
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c. Permits, Licenses and Taxes – The LESSEE shall obtain at its own expense the necessary government
permits and licenses for its business operations, prior to its opening and while in business. All taxes,
fees pertinent to its business operations shall be for the account of the LESSEE. Any new taxes and
fees pertaining to the assignment or transfer of the lease, if approved by the LESSOR, such as the
Value Added Tax (VAT), etc., shall be for the account of the LESSEE.

d. Lease Excludes Portions of the Building - The sidewalks, entries, passages, corridors, stairways shall
not be used by the LESSEE for any other than ingress to and egress from the leased premises. The
corridors and hallways within the building are likewise not part of the leased premises, and no
merchandise or other property of the LESSEE shall be placed therein in any manner. Without
prejudice to the rights of the LESSEE under this agreement, the LESSOR has the right to remove such
merchandise or other property within the corridors and hallways and charge the cost of removal,
handling and storage thereafter, after the lapse of three (3) days after which the said merchandise or
other property shall become the property of the LESSOR.

e. The LESSEE shall not bring into or store on the leased premises inflammable or explosive items nor
install any appliances, machinery, equipment or any apparatus. But in no case, shall the LESSEE be
allowed to bring or store such items which may cause noise, tremors, or expose the building as a fire
hazard, it being understood that the LESSOR shall be free from alls suits, liabilities, responsibilities,
loss and damage arising from due to violation of this provision. This violation is a cause for
termination of this agreement.

f. The LESSEE shall not in any manner deface or damage any part of the leased premises. Any injury or
damage caused by the LESSEE shall be for the account of the LESSEE. The LESSEE must notify the
LESSOR immediately of any damage to the premises or their appurtenances as well as any
occupation, usurpation or untoward act being committed, or which somebody threatens to commit,
upon the premises.

g. The LESSEE shall also comply with the rules and regulations, promulgated by the LESSOR applicable
to the premises, and such others that may be implemented by the LESSOR from time to time. Any
violation shall be ground for termination/rescission of contract or adjustment in rent, as the LESSOR
may deem appropriate.

10. COMMON AREAS AND CHARGES

a. Definitions – “Common Areas” shall refer to all areas, in the LESSOR’S premises for the general
use and convenience of all LESSEES in the mall, their respective employees, customers, without
limiting the generality of the foregoing. Common Areas shall include hallways, corridors,
parking areas, driveways, pedestrian halls, passageways, sidewalk, bridge ways, escalators,
elevators, stairways, comfort rooms, the general structures, and other common facilities not
explicitly mentioned above.

b. Operation of the LESSOR – During the term of this Contract, the LESSOR shall operate,
manage, and maintain the Common Areas within the Mall. The manner in which the Common
Areas shall be maintained, operated, and managed, and the amounts to be spent for such
maintenance, operations, and management shall be subject to the sole discretion of the
LESSOR. The LESSOR shall have the right from time to time to promulgate rules and
regulations governing the use of the Common Area by the LESSEES, their agent, customers
and shall have the right to restrict or deny the use of or access to any part of the Common Area
to such extent as may be legally sufficient in the opinion of the LESSOR’S counsel, to prevent a
dedication thereof, or the accrual of rights of any person or of the public therein, or for any
reason which the LESSOR believes shall redound for the benefit of all or some of the occupants
in the Mall.

c. Share in the Common Area Charges – Commencing upon effectivity of this Contract and in
addition to the payment of the monthly rental amortizations and other amounts due hereunder,
the LESSEE shall reimburse agreed CUSA charges computed in accordance with Section 3
hereof, every 5th of the month. This represents the LESSEE’S pro-rata monthly rental share in
all costs and expenses incurred or to be incurred by the LESSOR in the operation, management,
repair, and maintenance of the Common Area. Should there be any increase in the Common
Area charges, the LESSEE shall be billed accordingly.

d. Non-Exclusivity of Commence – The LESSEE has no exclusive right to provide any kind of
services or sell any product in the premises to the exclusion of other LESSEES. The LESSOR
may, at its sole and exclusive option, lease the premises to another LESSEE who carries the
same product line as that of the LESSEE or a product line competing with that of the LESSEE’S.
The LESSOR may likewise lease the premises to another LESSEE who provides the same
services or competing services as that of the LESSEE.

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11. PARKING – The LESSEE shall have the right to use jointly with the other owners the parking
areas in the vicinity of the Hue. Such use shall be subject to the following restrictions and regulations and to such
others as may be promulgated from time to time by the LESSOR.

a. The LESSEE shall not at any time park its trucks or other delivery vehicles in the parking areas,
pedestrian, and private roads except only for such length of time as necessary to pick-up from
or deliver goods and merchandise to the premises involved
b. In addition to the above mentioned charges, the LESSOR may, if funds are needed for major
improvements in existing public areas and/or the construction of new installations for parking
purposes such as covered parking stalls, collect parking fees from the general public, either by
meter or other basis.
c. The LESSEE and its employees, agents, and customers will continue to enjoy parking in the
Mall’s parking facilities at the same fees charged to the general public.
d. The LESSOR reserves the right at any time to relocate driveways, entrances and exits, change
the boundaries, or location of various parking areas, diminish or re-arrange the parking
patterns therein, or add additional elevated parking spaces.
e. The LESSOR shall have the sole and exclusive jurisdiction and the right to police, control traffic,
regulate and promulgate rules and regulations governing the use of the parking areas, private
roads, sidewalks, malls, common driveways, entrances, exits, and other common-use areas not
otherwise included within the boundaries of the leased premises. This authority may be
delegated by the LESSOR.
f. The LESSOR shall have the right to charge/limit employee parking of the various lessees on a
uniform pro-rated or other reasonable basis as well as the right to designate the particular areas
to be used by such employees of the different lessees.

12. PUBLIC UTILITIES – The LESSEE shall pay for his consumption for electricity, water, gas, as
well as for his telephone service, garbage disposal, air – conditioning, and other public service utilities. Water and
electrical consumption reading for the general meter/s in the building and the LESSOR shall charge the LESSEE
for the consumption at the usual rate charged by their respective public utility companies, plus a reasonable
service charge. Reimbursement for water and electrical consumption during any give month will be payable to the
LESSOR every 20th day of the month, and if not paid, the amount thereof shall bear interest and penalty in the
amount of Ten (10%) per month, compounded until fully paid. Failure to pay for the CUSA charges and/or AIR-
CON charges, electricity and water shall also mean an automatic disconnection of the services. A reconnection fee
shall be charged to the LESSEE prior to the resumption of the services. Instead however of exercising the above
remedies, the LESSOR may at its sole and exclusive option, cancel or rescind this Contract.

It is understood that the LESSOR may require the LESSEE to install his own electric meter for its electric
current requirements. All expenses for the installed utilities, additional insurance and property taxes on the leased
premises, as pro-rated, shall be for the account of the LESSEE.

13. INTEREST AND PENALTY CHARGES – Without prejudice to the exercise by the LESSOR of
its rights under the penal provisions herein, the LESSEE shall pay to the LESSOR in case of default in the payment
of any amount or obligation herein provided to be part by the LESSEE on its due date/s, a 10% penalty charge plus
an interest at the rate of five (5%) per month compounded to be computed on the principal due and payable to the
LESSOR.

The preceding interest and penalty charges shall be computed daily and compounded monthly and shall
apply to all arrears in the amounts herein provided to be paid by the LESEE including, but not limited to monthly
rentals, utility charges, share in common area charges, association dues, deposits, etc.

In case of cancellation, rescission, or termination of this Contract due to default or breach of its terms, the
LESSEE shall pay to the LESSOR all unpaid installments, fees, charges, assessments, and reimbursement to which
the LESSOR may be entitled.

14. COMPLIANCE WITH RULES AND REGULATION – The LESSEE shall observe and comply
with all the laws, ordinances, rules and regulations issued by the national and local Government authorities
regarding the use, occupation, operation and sanitation of the Leased Premises and hereby releases and relieves the
LESSOR party from any claim, liability and/or responsibility for any violation of such rules, regulations, law and
ordinance. It is understood that LESSOR has the sole authority to implement reasonable and tenant zoning, product
mix, items/ services offered, and its general branding direction.

15. ASSIGN, ASSIGNMENT/ TRANSFER OF RIGHTS – The LESSEE shall not consign this
Lease Contract nor sublease or sublet all or any part of the leased premises, without the prior written consent of the
LESSOR and no right, title, or interest thereto or therein shall be conferred on or vested in anyone other than the
LESSEE without such written consent by the LESSOR.

Consignment – The LESSEE shall not consign the lease acquired virtue of this Contract without prior
written consent of the LESSOR. The LESSEE shall submit to the LESSOR the proposed sublease contract for
approval, and thereafter submit to the LESSOR a copy of the signed sublease contract. Such sublease contract shall
be subject to all terms and conditions of this Lease Contract. The LESSOR reserves the right to determine the need
to execute a tripartite agreement with the LESSEE and CONSIGNEE.

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Sale/ Change – The LESSEE further agrees that during the entire period of this Contract, he shall inform
in writing the LESSOR on the following: 1) Any change in the name of the establishment and 2) Any change in the
principal and controlling stockholder of the LESSEE.

Assignment by LESSOR – The LESSOR reserves the right to assign and convey its rights over this Lease
Contract in favor of any affiliate, any third party, or subsidiary. In such event, the LESSOR shall notify the LESSEE
and shall ensure that the assignee/transferee shall respect and observe all the terms of this Agreement.

16. SIGNS AND ADVERTISING MEDIA - The LESSEE shall not affix, inscribe, or print, or cause
advertising medium on any part of the outside of the building except upon written permission from the LESSOR
and only of such size, color and style as the latter may determine. The LESSOR shall have the right to require
removal or any sign/s it may consider inappropriate. Upon failure of the LESSEE to do so, the LESSOR shall have
the authority, without incurring any liability, to enter the premises, remove any sign/s it may consider
inappropriate, and charge the costs thereof to the LESSEE.

The LESSOR reserves the right to delegate the power to approve signs and advertising media, with right of
revocation.

The LESSEE shall use as his advertised business address the name and address of HUE. In case the
LESSEE’s trade name set out in this contract shall be changed, the LESSOR’s name or the name of the Mall shall
not be used in any confusing, detrimental or misleading manner, and upon termination of this contract, the LESSEE
shall cease to use the name of the building or any part thereof, in any manner, except the LESSEE’s own trade name.

This lease contract does not extend to the outside portion of the building corresponding to or opposite the
leased premises and the painting, putting or affixing of business notices, signs or other advertising media or
otherwise shall not be construed as an extension of this lease to the outside portion of the building.

The LESSEE is not allowed to distribute bills or other advertising matter to the public outside the premises,
or do or permit to be done anything that will obstruct or interfere with the rights of other tenants in the building.
No disturbing, noisy or improper activities is allowed to be carried therein or thereon, such as loud speakers,
television, phonographs, radios, or other devices which is in any manner audible and visible outside the leased
premises without the prior written consent of the LESSOR, it being understood that should the LESSEE do so, not
only shall he be responsible for all damages, including any increase in insurance premium, which such violation
may cause the LESSOR.

17. ADVERTISING AND PROMOTIONAL EXPENSES – In order to promote the business in the
building where the leased premises is located, the LESSOR may conduct such advertising and promotional activities
including inaugural activities which the LESSOR may consider appropriate, and the LESSEE shall share
proportionately with all the other lessees in the building, in the costs and expense of such advertising and
promotional activities.

18. LESSEE’S INSTALLATIONS – The LESSEE may install the necessary installations required by
his business provided the strength general structure of the building or the leased premises are not thereby impaired
or otherwise adversely affected and, provided, further that the other conditions of this contract are not thereby
violated.

The installation of additional plumbing, electrical, telephone, teletype and/or gas connections in the leased
premises shall be for the account and expense of the LESSEE, and may be done only after he has submitted the
necessary plans and obtained the prior written consent and approval of the LESSOR. Such installation should be
made in such a way as to cause no injury or damage to the premises; provided, however, that in the installation of
additional electrical appliances, such as water coolers, office refrigerators, fans, etc., wherein extra outlets will be
needed, the LESSEE shall employ the services of a licensed electrician or otherwise hire the licensed electrician of
the LESSOR so that any resulting additional load of current shall be within the capacity of the main switch of the
panel on the corresponding floor, thereby minimizing fire hazards, and shall further comply with the requirements
of the Fire Department and/or the Government Electrician, and applicable laws.

19. AIR-CONDITIONING – The LESSEE may install at its own expense any air-conditioning unit/s on
the area/s designated in the leased premises provided however, that the LESSEE shall secure from the LESSOR a
prior written approval of the unit/s to be installed to insure that the electrical wiring serving the premises shall not
be overloaded. Any installation outside the designated areas shall also require prior written approval of the
LESSOR, and the LESSEE shall submit an electrical installation plan for the purpose, and shall install the same at
its own expense together with air-conditioning unit/s to be installed, and the costs for additional wiring. All permit
fees and other expenses to be charged by the City/National Government for air-conditioning units, appliances
and/or apparatus shall be for the exclusive account of the LESSEE.

The expense for the maintenance and operation of the air-conditioning facility within the premises shall be
for the LESSEE’s account. The LESSEE shall at all time keep in good order and condition and repair the electrical,
and other mechanical equipment and appliances within or serving the premises.

20. CARE OF THE PREMISES – The LESSEE shall, at his expense, maintain the premises in clean
sanitary condition, free from noxious odors, disturbing noises, or other nuisances and, upon the expiration of this
Contract, shall return t he premises and fixtures in as good condition as that in which they were actually found at
the beginning ordinary wear and tear excepted.

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The LESSEE shall employ a reputable pest control acceptable to the LESSOR. The LESSEE shall be
responsible for the maintenance and repair of plumbing and electrical fixtures (such as bulbs and starters) within
the premises or those serving the same. The LESSEE shall not drive nails, screws, hooks on the premises or other
portions of the building or in any manner deface or damage any part of the premises of the building. Any injury or
damage caused or done by the LESSEE may be repaired by the LESSOR for the account of the LESSEE.

The LESSEE shall repair promptly, at his own expense, any damage to the premises or any other
improvement within the Mall caused by the bringing into the premises or any property for the LESSEE’s use, or by
the installation or removal of such property, regardless of who is at fault or who caused such damage, unless such
was caused by the LESSOR, its agents, employees or contractors and in default such repairs by the LESSEE, the
LESSOR may make the same and the LESSEE agrees to pay the cost thereof to the LESSOR promptly upon
LESSOR’s demand thereof. Should the LESSOR provide additional security over the premises, it shall engage the
services of the LESSOR’s accredited agencies.

The LESSEE shall further maintain the premises in a clean condition by utilizing plastic bags for the
disposal of both dry and wet garbage. The LESSOR shall implement color coding in the use of these plastic bags to
segregate garbage for its proper disposal. Unless garbage is contained in plastic bags, it will not be allowed to be
deposited in the authorized depository for collection.

21. LESSOR’S INSPECTION – The LESSOR or its authorized agent shall have the right to enter the
leased premises at any reasonable time to examine the same and compel the LESSEE to make alterations, repair,
reconstruct, and/or renovate the leased premises which the former may deem necessary, and during the last three
(3) months of the term of the Contract, to show the premises to prospective clients or lessees.

For the better security of the occupants of the building, no machinery, office furniture, equipment, fixtures,
etc. of any kind will be allowed to be brought into or out of the building without the LESSEE’s having previously
secured written authority from the LESSOR, otherwise, the same shall be confiscated. The LESSEE shall be charged
for the cost of handling and storage for three (3) days within which the LESSEE has to settle the charges and redeem
the property, otherwise, the same shall become the property of the LESSOR.

The LESSEE shall allow the LESSOR to make repairs or undertake works for the preservation, conversation,
and maintenance of the building.

22. INDEMNITIES

a. Liability for Suits, Etc., - The LESSEE shall indemnify and hold harmless the LESSOR, its officers,
and/or employees or agents against all actions, suits, damages, and claims by whomsoever they
may brought or made by reason of violation, non-observance or non-performance of the said rules,
regulations, ordinances or laws referred to, and the covenants set forth hereof, without prejudice
to the right of the LESSOR to cancel this Contract in accordance with penal provisions herein
contained.

b. Injury or Damage – The LESSEE hereby assumes full responsibility for any damage which may be
caused to the person or property of third person while remaining either casually or on business in
any part of the LESSEE’S premises and further binds himself to hold the LESSOR, its officers,
and/or employees or agents free and harmless from any such claim for injury or damage.

The LESSOR shall not be liable or responsible:


b.1 For the presence of bugs, vermin, ants, termites or any other insects
or pests in the leased premises.
b.2 For the interruption or failure of water supply and/or electric current;
b.3 For any articles delivered to or left with any of its employees; or
b. 4 For any injury, loss, or damage which the LESSEE, his agents or his
employees might sustain in the premises due to any cause whatsoever; or
b.5 For any damage done or occasioned by, or arising from, plumbing,
gas, water and/or other kind of pipes, or the bursting, leaking or destruction of any cistern,
tank wash stand, water closet, waste pipe, or drainage, or down-spout failure in, above,
upon or about said leased; or
b.6 For any damages arising within the LESSEE’s premises, and from acts of the LESSEE,
or his agents, employees, representatives or any and all other persons.
b.7 Damage by fire, typhoon, fortuitous events.
b.8 Theft, robbery or any other causes analogous to the foregoing.

23. DAMAGE OR DESTRUCTION ON LEASED PREMISES – In case of damage due to fire,


earthquake, war, and other fortuitous events for temporary period, the period required for the repair thereof, shall
be added to the remaining period of the lease. However, if the damage renders the leased premises no longer
tenantable or suitable for use for the purpose of the lease, the lease shall be considered terminated or rescinded
upon written notice to the LESSEE by the LESSOR. In which case, the LESSEE shall upon prior written clearance
from the LESSOR, vacate the premises and remove all its equipment, furniture and goods from the premises subject
to the LESSOR’S liens thereon for unpaid rentals, public utility bills and other obligations/s arising under the
contract.

In case of total damage of the leased premises by fire, earthquake, war or other fortuitous event/s, the
LESSOR may at its option or exclusive prerogative reconstruct the premises, otherwise, the lease shall be
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automatically terminated or rescinded, and the LESSEE shall upon prior written clearance from the LESSOR vacate
the premises and remove all its equipment, furniture, appliances and goods, subject to the lien/s thereon by the
LESSOR for any unpaid rent/s, public utility bills and other obligations.

However, should the LESSOR decide to reconstruct the leased premises at any time, a new CONTRACT OF
LEASE shall be entered into between the LESSOR and the LESSEE subject to the payment of a new Lease Price and
under such terms and conditions that the LESSOR may stipulate or provide in the premises.

24. INFLATION OR CURRENCY DEVALUATION – Should extraordinary inflation or devaluation of


the stipulated currency supervene during the effectivity of this Contract, the value of the currency at the time of the
establishment of the obligation shall be the basis of payment as provided in Art. 1250 of the New Civil Code of the
Philippines.

25. LIENS – It is agreed that the unpaid charges payable by the LESSEE to the LESSOR shall constitute a
preferred lien on the personal properties of the LESSEE existing in the premises in accordance with Article 2241
and Article 2243 of the Civil Code.

For this purpose, the LESSOR is hereby authorized to prevent the removal of the said properties from the
premises or demand their return from any possessor should they have been removed without the written consent
of the LESSOR.

26. EXPROPRIATION – In the event that expropriation proceedings are instituted during the period of
this Contract by any instrumentality of the Government or by any other entity with authority to exercise such power,
either party pay rescind this agreement should the lease premises become no longer useful for the purpose upon
giving the other party thirty (30) days previous written notice thereof. In case of such expropriation, the LESSEE
hereby unconditionally relieves and releases the LESSOR from any and all liability under this Contract in connection
with or arising out of such expropriation proceedings, without prejudice to whatever recourse the LESSOR may
have against the expropriating entity on account of damage done or caused to him or his properties.

27. ABANDONMENT OF LEASED PREMISES – Fifteen (15) consecutive days of non-operation for
business without justifiable reason and if it remained closed without written notice to the LESSOR shall already be
considered as abandonment of the leased premises. Such abandonment shall give the LESSOR the option to cancel
this Contract and to exercise its rights under this agreement. Upon the rescission of the agreement and upon notice
to the LESSEE, whether actual or constructive, the LESSOR may, at its own exclusive option, enter the premises,
break any locks barring any entry thereto and lease out the premises to any third party of the LESSOR’S choice. The
LESSOR shall also have the right to retain the properties found in the premises and owned by the LESSEE as
security for the payment of the LESSEE’S obligations under this contract which properties the LESSOR may,
without further notice to the LESSEE, dispose of at public auction or private treaty, the proceeds to be applied to
such obligations and the excess to be turned over to the LESSEE or whoever is entitled thereto, or place the same
on deposit, if necessary, without prejudice to the right of the LESSOR to collect the deficiency, if any, from the
LESSEE.

28. SURRENDER OF PREMISES – The LESSEE agrees to return and surrender the premises together
with the keys thereto appertaining to the LESSSOR fourteen (14) days after the expiration or earlier
termination/rescission of this lease, in as good condition as reasonable wear and tear will permit and without delay
whatsoever, devoid of all occupants, furniture, articles and effects of any kinds, other than those alterations,
additions, or improvements which the LESSOR may elect to take.

If the premises are not surrendered within the Fourteen (14) day period, the LESSEE shall pay rent
equivalent to five times (5x) the amount of monthly lease computed on a per month basis and which damages shall
accrue immediately upon the period of default or delay. This penalty shall be in addition to the damages and other
penalties imposable by law against the LESSEE by reason thereof and will indemnify the lessor against any and all
claims made by any succeeding occupants against the LESSOR resulting from delay of the LESSOR in delivering
possession of the premises to such succeeding occupant, so as far as such delay is occasioned, by the failure of the
LESSEE to surrender the premises on time. Likewise, the LESSOR may exercise immediately the powers granted
herein.

After the lapse of the Fourteen (14) day period the LESSOR shall disconnect all electricity, water, and gas
supply to ensure the immediate vacation of the premises. The LESSEE shall immediately vacate and clear the leased
premises of its furniture, appliances, articles and effects of any kinds, personal properties and belongings upon on
the day of expiration or termination of the Contract of Lease, and on the next day, all said items left inside the mall
or the leased premises shall automatically become property of the LESSOR without the need to issue notice.

29. HOLDING OVER – If the LESSEE holds over at the end of the term without the LESSOR’S written
consent, the LESSEE shall pay the LESSOR the sums herein set forth; provided that the exercise by the LESSOR of
its rights under this clause shall not be interpreted as a grant of permission to the LESSEE to continue in possession.

30. PENAL PROVISIONS – The LESSEE agrees that all the covenants and agreements herein contained
shall be deemed conditions as well as covenants and that if default or breach be made of any or such covenants and
conditions, then this Contract, at the discretion of the LESSOR, may be terminated rescinded and cancelled
forthwith without need of court action.

31. NON-WAIVER – The failure of the LESSOR to insist upon strict performance of any of the terms,
conditions and covenants hereof shall not be deemed relinquishment or waiver of any of its rights and remedy that
F-SCL-010a 7
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said LESSOR may have, nor shall it be construed as a condemnation of any subsequent breach or default of the
terms and conditions and covenants hereof, which terms and conditions and covenant shall continue to be in full
force and effect.

The subsequent acceptance of payment by the LESSOR shall not be deemed to be preceding breach by the
LESSEE of any term, covenant or condition for this contract, regardless of the LESSOR’S knowledge of such
preceding breach at the time of the acceptance of such payment. No waiver by the LESSOR of any of its rights under
this agreement shall be deemed to have been made unless expressed in writing and signed by the LESSOR.

32. NOTICE – Where demand or notice is required to be given to the LESSEE under this agreement, the
parties hereby expressly agree that notice addressed and sent to the LESSEE at the leased premises or to its last
known address shall be considered a sufficient compliance of the requirement of notice or demand.

33. ATTORNEY’S FEE – Should the LESSOR be compelled to seek judicial relief against the LESSEE,
the latter shall, in addition to the damages mentioned above, pay an amount equivalent to 50% of the amount
claimed in the compliant, as attorney’s fees (with a minimum of P40, 000.00), aside from the costs of the litigation
and other expenses which the law may entitle the LESSOR to recover from the LESSEE. LESSOR shall also be
entitled to liquidate damages in such amount set forth above. All remedies granted to the LESSOR under this
Contract or elsewhere shall be deemed cumulative.

34. BINDING EFFECT – This contract is hereby expressly made effective and binding not only upon the
parties hereto but also upon their respective heirs, administrators, successors, legal representatives or assigns.

35. ARBITRATION – In the event of suits or disagreements whether directly or indirectly arising out of
this agreement, the LESSOR shall submit a written statement to the LESSEE (or vice versa) on the 1) Nature of the
problem/s. 2) The position of the LESSOR/LESSEE regarding the issue/s. 3) A narration of the facts in support of
the latter’s position before referral to Arbitration. Except as provided herein below, any controversy or
dispute of whatever kind or character arising directly or indirectly out of this agreement shall be referred to a Board
of Arbitrators to be appointed as follows. One (1) Arbitrator shall be appointed by each party, and the two (2)
Arbitrators shall meet within a period of ten (10) days from the date of their appointment to elect the third (3)
Arbitrator, who shall act as Chairman.

In case of either Cavite City, or Bacoor, Cavite, or as selected by the LESSOR only, of either party to appoint
an Arbitrator or choose a Third Arbitrator, the appropriate Regional Trial Court upon filing of the required petition,
shall appoint the Arbitrator/s as provided by R.A. No. 876.

The LESSOR however may, at its sole and exclusive option, refuse referral to arbitration under R.A. 876
and instead file suit directly with the competent jurisdiction under general procedure. However, the parties agree
that arbitration under R.A. 876 is MANDATORY in the event the LESSEE is the petitioner or plaintiff in any case
whether civil or administrative.

The parties agree however, that any action that may be filed by the LESSEE shall be resolved through
arbitration ONLY under R.A. 876 and the petition for arbitration shall be filed by the LESSEE in the court of
competent jurisdiction of either Bacoor, Cavite, Cavite City, or as selected by the LESSOR, to the exclusion of all
other courts of competent jurisdiction.

36. PROVISION ON REMOVAL AND PADLOCKING – In the event of non-payment of any or all
sums due by way of rent, expiration of the term of lease, violation of rules and regulations being implemented by
the LESSOR or the existence of any ground set forth herein, or any event analogous to the aforegoing, the LESSOR
shall, on its own and exclusive discretion, padlock the premises, remove the things, equipment and belongings of
the LESSEE and thereafter place the same in storage. Storage expenses will be computed and shall be for the charged
to the LESSEE.

In order to accomplish this purpose, the LESSEE hereby expressly gives the LESSOR, its authorized agents,
employees, and/or representative, the full authority to break open doors, locks, windows and remove any or all
improvements on the premises being leased by the LESSEE. Moreover, the LESSEE hereby expressly agrees that
all acts performed by the LESSOR, its authorized agents, employees and/or representatives under the provision of
this Article may not be the subject of any petition for a Writ of Preliminary Injunction or Mandatory Injunction in
Court.

The items, belongings, equipment seized shall thereafter be sold to the highest bidder in a public auction to
be held not later than 1 week from the date of removal of the items, belongings, equipment and things from the
premises formerly being occupied by the LESSEE, without the need to issue notice.

37. STIPULATION AS TO VENUE – In the event of disagreement between the parties, of whatever kind
or character, arising directly or indirectly under this agreement, the same shall be litigated and filed only in the
court of competent jurisdiction of Cavite City, or Bacoor, Cavite, or as selected by the LESSOR only, to the exclusion
of all other courts of competent jurisdiction., including but not limited to actions for collection, annulment of
contracts, arbitration and ejectment.

38. RECEIPT COPY OF AGREEMENT – The LESSEE hereby attests and certifies that he has read and
understood all the provisions of this Agreement, and commits to abide by the conditions herein set forth.

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Should any one or more of the provisions in this Contract of Lease be declared invalid, illegal and/or
unenforceable in any respect, the validity, legality and/or enforceability of the remaining provisions herein shall not
in any way be affected or impaired thereby.

IN WITNESS THEREOF, the parties hereto have signed this Contract of Lease this ____day of
_____________, 20___ in __________________.

LUANA LIFESTYLE AND _________________________


LESIURE HOTEL INC. (LESSEE)
(LESSOR)

TIN: 008-296-595-001 TIN:

By: DENNIS LEE By: _________________________


DATE: _______________________ DATE:_________________________

SIGNED IN THE PRESENCE OF:

_________________________ _________________________

___________________ ___________________

ACKNOWLEDGEMENT

REPUBLIC OF THE PHILIPPINES)


____________________________) S.S.

BEFORE ME, a Notary Public for and in the ___________________ personally came and appeared:

NAME COM. TAX NO. DATE/PLACE OF ISSUE

LUANA LIFESTYLE AND ________ _________ /_______________


LEISURE HOTEL INC.

DENNIS LEE ________ _________ /_______________

________ _________ /_______________

All known to me and to me known to be the same persons who executed this foregoing instrument, and they
acknowledged 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 entries represented.

This instrument refers to a Contract of Lease consisting of ten (10) pages including this page on which this
acknowledgement is written signed on all pages by the parties and their instrumental witnesses.

WITHESS MY HAND AND SEAL on the date and the place above written.

NOTARY PUBLIC

Doc. No. _____;


Page No. _____;
Book No. _____;
Series of _____;

F-SCL-010a 9
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ANNEX A
Store Name: ICY PARADISE
107 F with 15 sqm

F-SCL-010a 10
Rev 1

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