MEMORANDUM OF AGREEMENT

KNOW ALL MEN BY THESE PRESENTS:

This agreement is executed this ___day of October at Makati City, by and between HIRO
GLOBAL MANPOWER INCORPORATED, a corporation organized and existing pursuant to
law, with principal address at Room 101, Ground Floor, Zen Building, 8352 Mayapis St., San
Antonio Village, Makati City, represented in this act by ELVIRA C. YADAO, Operations
Manager, hereinafter referred to as the “FIRST PARTY”

And

NITA BALAURO ABE, of legal age, Filipino and a resident of 3716 Bautista Street,
Palanan, Makati City, hereinafter referred to as the “SECOND PARTY”;

WITNESSETH:

WHEREAS, the parties hereto represent and warrant that they have the full legal right and
authority to enter into this agreement;

WHEREAS, the FIRST PARTY, a placement agency with POEA License No. 014-LB-
030217-R, has represented to the SECOND PARTY that it has the capacity to pool, process, and
deploy qualified manpower for employment of Skilled and Non-Skilled Workers abroad.

WHEREAS, the FIRST PARTY has markets in various countries with no existing
accreditation with the Philippine Overseas Employment Administration where workers, both of
skilled and non-skilled categories are to be deployed for employment.

WHEREAS, with the mounting exigency to explore other countries as prospective areas
for the acquisition of new markets for both skilled and non-skilled workers as well as
professionals, it has become a corollary necessity for the FIRST PARTY to expand programs and
to enhance its capability to respond adequately to the multifarious developments/changes in the
international market and to enable it to better comply with its responsibilities arising from the
recruitment and deployment of workers overseas, as well as to further its economic profitability.

WHEREAS, in order to meet the demands of the afore-said expansion program and in
view of the accumulation of pressing obligations of the First Party, the SECOND PARTY is
amenable to the proposition of the FIRST PARTY, and has signified its willingness to invest in the
said expansion program pursuant to the terms and conditions hereinafter set forth.

NOW THEREFORE, for and in consideration of the premises and the mutual covenants
and promises contained herein, the parties agree as follows:

1. This MEMORANDUM OF AGREEMENT will be co-terminus with the license or

authority issued to the First Party by the Department of Labor and the Philippine
Overseas Employment Administration.

2. The efficacy of this agreement lies in the condition that the Second Party shall bring
into the business, employer or projects with valid and verified Job Order or Manpower
requisition with acceptable terms and conditions of employment conformably with the
regulations promulgated by the both the Republic of the Philippines and the Host
Country.

3. That the First Party shall, without delay, cause the accreditation or registration of these
projects or employers with the Land based Center of the POEA using only genuine
documents to be provided by the Second Party. In the event that modification of these
registrable documents proves to be a necessity, both parties shall endeavor to undertake
the necessary and appropriate measures to meet every requirement.

4. For each Job Order brought by the SECOND PARTY and approved by the POEA, the
following rule of thumb shall apply:
 a) The SECOND PARTY shall, prior to the deployment of the worker pay the
First Party the amount of Eight Thousand Pesos (Php 8,000) for the Royalty
Fee and Fourteen Thousand Pesos (Php 12,000) for processing expenses per
skilled worker.

b) The SECOND PARTY shall pay to the FIRST PARTY the amount of Three
Hundred Thousand Pesos (Php300, 000.00) representing Cash Bond. Cash
Bond will remain intact in the bank until the Job Order has been exhausted and
till the last deployment under the SECOND PARTY shall return from his/her
jobsite or until Six (6) months period of the last deployment of their
Employment Contract expires may be refunded.

5. The Second Party is hereby allowed a suitable space at the main office to conduct her
own affairs subject to general supervision by the First Party. Autonomy for the conduct
of such business affairs by the Second Party shall be guaranteed by the First Party to
enable the former to substantially comply her undertakings or separate agreement with
the employers or of the project, subject to supervision and control by the First Party in
so far as it may be necessary to ensure compliance with all regulations and laws
governing the recruitment and placement of workers overseas. It is likewise understood
that all matters appertaining to the conduct of recruitment, pre-qualification, processing
and deployment of recruited workers, either under the existing markets or those which
may have been introduced by the Second Party shall be undertaken with the full control
of the Second Party with minimal supervision of the First Party merely to ensure
compliance with the rules and regulations promulgated by the government, including
but not limited to the collection of any fees for its placement services and/or such other
sundries to be imposed upon its applicants as are necessary or requisite for the
completion of the entire facet of recruitment and placement. All transactions of the
Second Party pertaining in the recruitment, interview, and selection of applicants and
receiving of fees shall be conducted within the First Party’s premises. Issuance of
official Receipts shall only be limited to the Royalty Fee received by the First Party.

For this purpose, and to confer upon the Second Party the personality and authority to
transact with third persons, the First Party undertakes to register the Second Party in the
capacity of a Recruitment Officer or similar designation, with the Philippine Overseas
Employment Administration, upon submission of the appropriate requirements.

It is also herein agreed that the Second Party shall share in the rental payments of the
company at the rate of Php 8,000.00 per month inclusive of the use of electricity and
water. Internet connection and additional telephone should be provided by the SECOND
PARTY with periodic adjustment as may be warranted pursuant to the provisions of the
Rent control Law of 2009.

6. No other fees will be collected from the Second Party aside from the above mentioned
fees (Nos. 4 and 5).

7. The Second Party shall solely liable for claims and obligations arising from the
deployment of any and all workers recruited by them who shall in the first place, ensure
among others, that measures be adopted to prevent the occurrence of such
claims/complaints (such as repatriation, run-away workers and any other concerns of the
workers with his/her employer.

8. The rights and obligations of the parties to this Agreement shall be deemed reciprocal
and the respective covenants and undertakings of one party under this agreement shall
be construed as consideration for the covenants and undertakings of the other.

No failure or delay on the part of either party to exercise any right, power or privilege
hereunder shall operate as a waiver thereof, nor shall any single or partial exercise
thereof or the exercise of any other right, power or privilege.
 9. In case of breach of any of the terms and conditions hereinafter set forth by either party,
or disagreement or conflict arising from the interpretations of the provisions hereof, the
parties hereto agree that the venue in case of litigation shall be in the Regional Trial
Court of Makati City, Philippines to the exclusion of all other courts with concurrent
jurisdiction.

IN WITNESS WHEREOF, the parties have hereto set their hands on the date and at the
place first above-written.

ELVIRA C. YADAO NITA BALAURO ABE

Hiro Global Manpower Inc. (Second Party)
(First Party)

Signed in the presence of:

___________________________ ______________________________
Milani M. Lucero Rosalina C. Celeste

ACKNOWLEDGEMENT

Republic of the Philippines )

City of Makati ) S.S.

x-----------------------------------x

BEFORE ME, a notary public, for and in the City of Makati, this _______ day of
October 2017, personally appeared;

NAME IDENTIFICATION PLACE/DATE OF ISSUE

ELVIRA C. YADAO
NITA BALAURO ABE

All known to me, and to me known to be the same parties who executed the foregoing instrument,
referring to a MEMORANDUM OF AGREEMENT and acknowledged before me that the same is
their free act and voluntary deed.

The said instrument consisting of six (3) pages including this page where this acknowledgement is
written was signed by the parties and their instrumental witnesses on each and every page thereof.

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

NOTARY PUBLIC

Doc. No. __________;

Page No. __________;
Book No. __________;
Series of 2017