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SERVICE COMMITMENT AGREEMENT

KNOW ALL MEN BY THESE PRESENTS:

This Service Commitment Agreement, made and entered into this 9 th day day of June 2023 in
the City of Manila Philippines, by and between:

Solis Aurora Inc., a corporation duly organized and existing under Philippines laws and
with office address at the 747 Nicanor Padilla Street, Barangay 646, San Miguel, Manila,
represented herein by its Operations Manager, Maria Pamela Datuin hereinafter referred to as
the COMPANY;

-AND-

Olayinka Tolulope Bamikole, an individual and a citizen of Federal Republic of Nigeria,


of legal age, single, with a Philippine residential address at Block 32 Lot 19 Langkaan I,
Dasmariñas, Cavite hereinafter referred to as the CONSULTANT.

WITNESSETH THAT:

WHEREAS the Company has agreed to sponsor the processing of 9G visa application at
Philippines Bureau of Immigration (hereinafter referred to as "the Sponsorship").

WHEREAS the Company shall bear the visa application fees, work permit fees, legal and
immigration assistance, transportation expenses, processing and administrative costs, taxes,
and other out of pocket expenses related to the 9G visa application (hereinafter referred to as
"the Expenses").

WHEREAS the Consultant has willingly and contractually agreed to maintain a continuous and
dedicated services to the company for a specified duration, recognizing the mutual benefits and
commitments involved.

WHEREAS in consideration of the premises the Consultant has agreed to enter into this
Agreement upon the terms and conditions hereinafter appearing.

Now it is hereby agreed as follows:

1. The Company shall bear all expenses related to the comprehensive processing of the
Consultant’s Visa 9G application in the Philippines, including but not limited to visa fees,
processing fees, legal fees, and any other costs incurred during the application process.

2. The Company shall facilitate and provide all necessary documents required for the
application process, including but not limited to a sponsorship letter, registration
documents, and any other pertinent paperwork or supporting materials needed for the
successful completion of the Consultant’s visa application.
3. The Company shall diligently inform the Consultant about the comprehensive list of
documentary requirements necessary for the visa processing, ensuring that all pertinent
information and instructions are provided in a timely and detailed manner. This will
enable the Consultant to prepare and furnish the requisite documents accurately and
promptly, thereby facilitating a smooth and efficient processing of the visa application.

4. The Company shall maintain regular and consistent communication with the Consultant,
providing timely updates on the progress of the visa application process. This includes
informing the Consultant of any significant developments, changes, or requirements
related to the application, ensuring that the Consultant remains well-informed and up-to-
date throughout the process.

5. The Consultant shall diligently and promptly provide all documentary requirements as
requested by the Company, ensuring the accuracy, completeness, and timely
submission of the necessary documents for the visa application process. This includes
promptly responding to any inquiries or additional information requested by the
Company to facilitate a smooth and efficient processing of the application.

6. The Consultant shall actively and fully participate in the entire visa application process,
cooperating with the Company and any authorized representatives involved in the
process. This includes promptly attending scheduled appointments, providing necessary
information or documentation, and adhering to any instructions or procedures outlined by
the Company or relevant authorities to ensure the successful and timely completion of
the visa application process.

7. The Consultant shall remain committed to the Company until December 31, 2024,
subject to the terms and conditions set forth herein. The Consultant acknowledges and
agrees that this commitment imposes a legal obligation to fulfill the agreed-upon duration
of services as specified in this Agreement.

8. The Consultant undertakes to be liable for the payment of the total amount of
P100,000.00 or the corresponding liquidated damages in the event of a breach of any of
the terms and conditions stipulated in this agreement. The liquidated damages shall
serve as compensation for any losses, expenses, or damages incurred by the Company
as a result of the Consultant’s non-compliance or premature termination of the service
commitment.

The Consultant shall make the payment within 14 calendar days from the receipt of a
formal demand for payment from the Company. Failure to comply with the payment
timeline may result in additional legal action by the Company to recover the liquidated
damages.

9. The Consultant agrees to hold the Company harmless and indemnify it against any
claims, demands, liabilities, losses, damages, or expenses (including legal fees) arising
from any breach of the terms and conditions of this agreement or any act or omission by
the Consultant during the course of his/her services. The Consultant shall bear sole
responsibility for any consequences resulting from their actions or non-compliance with
the provisions outlined herein, thereby releasing the Company from any liability or legal
obligations associated with such occurrences.

10. The Consultant acknowledges and agrees that during the course of employment, they
may have access to confidential and proprietary information of the Company. The
Consultant shall maintain strict confidentiality and shall not disclose, directly or indirectly,
any confidential information to any third party without the prior written consent of the
Company, both during and after the term of employment. Confidential information
includes, but is not limited to, trade secrets, business strategies, financial data, customer
information, marketing plans, product designs, software code, and any other information
marked or reasonably considered confidential by the Company. The obligation of
confidentiality shall remain in full force and effect even after the termination of
employment. The Company agrees to take all necessary precautions to protect the
confidentiality of such information, including implementing physical, electronic, and
procedural safeguards. Any unauthorized disclosure or misuse of confidential
information shall be considered a material breach of this agreement, and the Company
shall be entitled to seek legal remedies and damages.

11. During the term of employment and for a period of six (6) months following the
termination of employment, whether voluntary or involuntary, the Consultant agrees not
to engage, directly or indirectly, in any activities that directly compete with the business
of the Company within the Republic of the Philippines.

Furthermore, the Consultant agrees not to solicit or attempt to solicit, directly or


indirectly, any clients, customers, employees, or contractors of the Company for their
own benefit or for the benefit of any competitor, during the term of employment and for a
period of one (1) year following the termination of employment.

The Consultant acknowledges that the Company has invested significant time, effort,
and resources in developing its client base, goodwill, and employee relationships.
Therefore, the Consultant agrees that the non-compete and non-solicitation provisions
are reasonable and necessary to protect the Company's legitimate business interests.

The Consultant understands that written consent from the Company must be obtained in
advance before engaging in any activities that directly compete with the Company's
business or involve solicitation of clients, customers, employees, or contractors.

12. This agreement shall be governed by the laws of the Philippines, and any disputes
arising from or related to this agreement shall be subject to the exclusive jurisdiction of
the courts of the City of Manila. In the event of a dispute, the parties agree to make
reasonable efforts to settle it amicably through negotiation. If negotiation fails, the parties
may pursue alternative dispute resolution methods, such as mediation or arbitration, as
agreed upon. If these methods fail to resolve the dispute, either party may initiate legal
action in the courts of the City of Manila. The Consultant shall bear all reasonable
attorneys' fees and costs incurred in the dispute.

13. The Company reserves the right to unilaterally terminate this agreement without any
requirement to provide a reason or explanation. Such termination shall be at the sole
discretion of the Company and may be exercised at any time during the term of this
agreement.

Furthermore, it is expressly acknowledged and agreed that all non-compete, non-


solicitation, non-disclosure, exclusivity, and other restrictive covenants contained herein
shall continue to be fully enforceable. The Consultant explicitly acknowledges his/her
ongoing obligations and agrees to abide by the terms of these covenants even after the
termination of this agreement. The Consultant understands that any violation of these
covenants, including engaging in competing activities, soliciting the Company’s clients or
employees, disclosing confidential information, or engaging in any other acts in breach
of these provisions, may result in legal action, including injunctive relief, monetary
damages, or other appropriate remedies sought by the Company to protect its legitimate
interests."

IN WITNESS WHEREOF, the parties hereto have hereunto set their hands on this four-page
Service Commitment Agreement in the place and on the date first above-written.

___________________________ ___________________________
Olayinka Tolulope Bamikole Maria Pamela Datuin

WITNESSED BY:

___________________________ ___________________________
ACKNOWLEDGMENT

Republic of the Philippines)


_____________________) s.s.

BEFORE ME, a Notary Public for and in ___________________________, this


__________________________, personally appeared the following:

NAME COMPETENT EVIDENCE DATE AND PLACE


OF IDENTITY OF ISSUE

known to me to be the same persons who executed the foregoing Agreement consisting of
____________ (___) pages including this page, and who acknowledged to me that the same is
of their own free and voluntary act and deed.

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

NOTARY PUBLIC

Doc. No. _______;


Page No. _______;
Book No. _______;
Series of _______.

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