bizmates.christen@gmail.

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AP0000218186

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ID: bizmates.christen@gmail.com

PW: AP0000218186

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Hi there! Welcome to Bizmates. You can call me Christen. I am a graduate of Business Administration
Major in Human Resource Development and currently working on getting my Law degree. As a business
graduate and a law student, the English language is basically the language I use everyday, be it writing or
speaking.

I worked as a customer service representative in a BPO industry that caters foreigners whose mother
tongue is English, which made me well-versed with the language since it is the medium needed for me
to communicate and express myself.

I understand the importance of building business relations as one of the keys for a progressive business.
It would be an honor to be a part of your success by letting me guide you in improving your English skills.
I hope to have you in my class for fun and easy way of learning and improving your english skills. See
you!
I have worked as a customer service representative in a BPO industry that caters foreigners whose
mother tongue is English. As a law student working on my Law degree the English language is almost my
main language since it is the medium needed for me to communicate and express myself.

BIZMATES PHILIPPINES, INC. CONSULTANCY AGREEMENT

This Agreement is made and entered into by and between:

BIZMATES PHILIPPINES, INC., (herein referred to as the COMPANY) , a corporation organized and
existing under and by virtue of the laws of the Philippines with corporate office address at Level 40,
PBCom Tower, 6795 Ayala Avenue corner V.A. Rufino Street 1226 Makati City, Manila, Philippines.,
represented herein by its president, HIKA ITO.

-and-

The BUSINESS ENGLISH COMMUNICATIONS TRAINER/ CONSULTANT (CONSULTANT for brevity);

RECITALS:

A. The CONSULTANT has represented that he possesses the requisite experience and skills to provide
the desired training and consultancy services.

B. The CONSULTANT is fully aware of all aspects of the training and consulting services required to be
performed and agrees to undertake these services in accordance with the terms and conditions of this
Agreement and in consideration of the fees specified in this Agreement.

C. The COMPANY has agreed to accept the CONSULTANT’s offer to provide these services on the terms
and conditions contained herein.

IT IS AGREED AS FOLLOWS:
I. TERM & STATUS

a. TERM. The term of this Agreement Contract shall be for a period of one (1) year, renewable upon such
terms and conditions as the parties may agree upon commencing on the date the CONSULTANT signs
the Consultancy Agreement. The COMPANY shall advice the CONSULTANT in writing or email at least
thirty (30) days before the expiration of the consultancy period of its desire to negotiate a new
Consultancy Agreement.

b. CONSULTANT’S STATUS. No presumption of employer-employee relationship, partnership or of

regularity is created with respect to this Agreement with the COMPANY. Upon the termination for
whatever reason or expiration of the term of this Agreement, CONSULTANT shall not be entitled to
separation pay and/or other employment benefits, except those specifically allowed by law.

II. JOB DESCRIPTION

The CONSULTANT shall provide business English communications training and consulting services to the
COMPANY’s clients, under the following conditions:br/> a. Maintaining high standards of service and
client satisfaction through faithful and diligent implementation and enforcement of company
implementing rules, policies, internal communication and standards on business English
communications training and consulting.

b. Conducting lessons from a COMPANY-approved location.

c. Performing other tasks as may be assigned by the COMPANY.

III. CONSULTANT’S RESPONSIBILITY

a. The CONSULTANT shall always, proactively and promptly provide true, up-to date and accurate
information about himself as required by the CONSULTANT information forms and requirements. Should
the CONSULTANT provide any information that is untrue, inaccurate, outdated or incomplete, or should
the COMPANY believe that such information is untrue, inaccurate, not current, or incomplete, the latter
reserves its right to suspend or terminate the former's engagement with the COMPANY.
b. The CONSULTANT agrees not to register under a false identity nor misrepresent his affiliation with a
person or entity including but not limited to the use of a pseudonym, uploading photographs of
celebrities or of other people in his account profile, or misrepresenting his age, current or previous
positions and qualifications, or affiliations with a person or entity, past or present; upload, post,
transmit, share, store or otherwise make publicly available on the COMPANY website any private
information of any third party, including, without limitation, addresses, phone numbers, email
addresses, Social Security numbers and credit card numbers.

c. The CONSULTANT agrees to comply with all the existing policies, implementing rules and regulations,
internal communication of the COMPANY of which he has been made aware, as well as those which may
hereafter be issued. The COMPANY may establish other policies, notices and/or requirements from time
to time as the need for the same arises.

d. The CONSULTANT agrees that the COMPANY reserves the right to use the CONSULTANT’s profile data,
including official work-related photos and videos, in the promotional materials of the COMPANY’s
services.

e. The CONSULTANT shall report directly to the COMPANY Administration and Management as his
immediate superiors.

f. Once the CONSULTANT is officially engaged by the COMPANY, the CONSULTANT shall give the
COMPANY his available schedules. This is so because clients who seek training or consulting services
from the COMPANY make reservations with the latter’s booking website. It is further agreed that the
CONSULTANT should make himself available for the number of hours per week as detailed in a separate
document, unless otherwise approved by the COMPANY.

g. The COMPANY may refuse to open the slots requested by the CONSULTANT, if necessary.

h. All Social Media accounts and Electronic Mail containing the COMPANY name such as Skype and
Gmail used for client and internal communication are properties of the COMPANY.

i. CONSULTANT’s and client’s communication should only be done during official booked time as
approved by the COMPANY using official training/consulting material. Personal
transactions/communications with the Client is strictly prohibited either during official booked time or
non-working hours.
j. In case the COMPANY-approved venue is situated outside the offices of the COMPANY, the
CONSULTANT shall be solely responsible for all services and other incidental fees and costs, for the
installation and maintenance of all computer software, hardware and other equipment associated with
the delivery of the training and consultancy services. Furthermore, the CONSULTANT agrees to comply
with the COMPANY’s prescribed visual and audio backgrounds.

k. The CONSULTANT agrees to strictly observe the prescribed COMPANY attire, visual and audio
backgrounds during working hours.

l. The CONSULTANT’s account is non-transferrable. The COMPANY shall grant the CONSULTANT a
personal, non-transferrable and exclusive right to access its company website or portal. The transfer and
use of another CONSULTANT's account is strictly prohibited by the COMPANY at any time. Further, the
CONSULTANT shall not allow any third party to copy, modify, create a derivative work from, reverse
engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense,
grant a security interest. Also, the CONSULTANT is prohibited from selling, trading, or otherwise
transferring his right to another person.

m. The CONSULTANT agrees and acknowledges that the COMPANY has the right to record and monitor
all or any part of his sessions (including audio/video chat communications) for quality control,
redistribution, advertising and other purposes. The COMPANY reserves the right to review the sessions
of the CONSULTANT at any time for any purpose.

IV. PERFORMANCE TARGETS

The CONSULTANT shall perform the Consultancy Services in the manner specified in this Agreement
with due care, skill and judgment in accordance with the highest professional standards to the
satisfaction of the COMPANY. The CONSULTANT shall achieve a KPI (Key Performance Indicator) rating
following company set standards.

V. FEES and BENEFITS

The CONSULTANT will be remunerated an hourly rate indicated in a separate document. It is also
understood that:
a. This rate will be the rate paid to the CONSULTANT even on national holidays.

b. Rates of different consultants may vary based on management prerogative, skills and performance.

c. Professional fees are equal to actual official hours worked multiplied by the hourly rate, and official
hours are based on training/consulting time duly authorized by the COMPANY through its official
booking website.

d. Professional fees shall be paid to the CONSULTANT by way of bank transfer or any other method
agreed upon twice a month, subject to the applicable withholding taxes. Work from the 21st of the
previous month to the 5th of the current month will be paid out on the 15th, and work from the 6th to
the 20th will be paid at month-end.

e. The CONSULTANT will be responsible for filing his income taxes to the tax authorities.

f. The CONSULTANT may be entitled to a Performance Bonus based on criteria and implementation rules
set forth by the COMPANY in evaluating efficiency and competency of work and other tasks that are
given to the CONSULTANT. Bonuses are to be given solely on management prerogative.

g. Changes to the rate system can be implemented to respond to business needs.CONSULTANTS will be
informed of such prior to implementation.

VI. TERMINATION.

Either party may terminate this Agreement:

a. Termination by the COMPANY under the following circumstances:

a.1 Just causes as provided by the COMPANY’s rules and regulations;

a.2 Non-performance by the CONSULTANT of any of his duties and responsibilities specified hereunder
b. In case of voluntary contract discontinuance prior to the expiration of this Agreement, the
CONSULTANT is required to submit a thirty (30)-day written notice to the COMPANY prior to the
effectivity of such discontinuance. Should the CONSULTANT fail to observe the required advanced notice
provided in this provision, the COMPANY shall hold him liable for liquidated damages amounting to Php
100,000.00. The COMPANY shall have the right to institute the appropriate suit to protect its interest
under the circumstances.

c. Upon termination of this agreement for any reason, or upon expiration, the CONSULTANT shall return
or destroy all copies of intellectual property in the form of audio track, video, training, lesson plans, or
materials of any other kind that belong to the COMPANY. Moreover, the CONSULTANT shall not use,
further use or appropriate the company’s intellectual property.

VII. MISCELLANEOUS

a. EXCLUSIVITY. The CONSULTANT shall not engage in any conflicting business or any other undertaking
other than the consultancy services herein contemplated.

The CONSULTANT further agrees that within a period of one (1) year from the termination of this
contract, he will not render services to competitors or clients within Japanese and Asian markets in any
capacity. A competitor means any company or establishment engaged in the teaching or training of
English online or offline within the Japanese and Asian Markets.

In case of breach hereof, the CONSULTANT shall owe the COMPANY, without any summons, notice of
default or court decree being required, liquidated damages amounting to Php 500,000.00 without
prejudice to the right of the COMPANY to prove higher damages and to obtain the cessation of the
damage and compensation by any other legal means.

CONSULTANTS with temporary internal exclusivity arrangements with the COMPANY shall strictly
comply thereto and shall likewise be subject to the terms and conditions stated in this contract.

b. CONFIDENTIAL INFORMATION. The CONSULTANT shall not at any time or in any manner, either
directly or indirectly divulge, disclose, or communicate to any person, natural or juridical, in any manner
whatsoever (for example, posting in any social networking site, forum, blog or any method of
dissemination), any information concerning any matter affecting or relating to the business of the
COMPANY or its clients, including but not limited to information acquired from either the COMPANY or
its clients, their techniques, technology, finances, operations and other systems, without regard to
whether or not such matters are deemed confidential, material or important. The terms of this provision
shall remain in full force and effect even after the expiration of this Agreement.
In case of breach hereof, the CONSULTANT shall owe the COMPANY, without any summons, notice of
default or court decree being required, liquidated damages amounting to Php 500,000.00 without
prejudice to the right of the COMPANY to prove higher damages and to obtain the cessation of the
damage and compensation by any other legal means.

c. INTELLECTUAL PROPERTY. Unless otherwise agreed by the parties, intellectual property rights to any
of the works performed by CONSULTANT, in the performance of this Agreement, or materials or works
published in the company website shall exclusively belong to the COMPANY. The term “Intellectual
Property Right” shall be understood within the context of the Intellectual Property Code of the
Philippines.

In case of breach hereof, the CONSULTANT shall owe the COMPANY, without any summons, notice of
default or court decree being required, liquidated damages amounting to Php 500,000.00 without
prejudice to the right of the COMPANY to prove higher damages and to obtain the cessation of the
damage and compensation by any other legal means.

d. INDEMNITY. The CONSULTANT shall indemnify and keep indemnified the COMPANY from and against
any loss, costs, expenses, demands or liability whether direct or indirect arising out of or in any way
connected to any act, neglect or default of the CONSULTANT in the performance or purported
performance or non-performance of this Agreement. The indemnities and warranties referred to in this
clause shall survive the expiration or termination of this Agreement.

e. GOVERNING LAWS. This Agreement has been executed and delivered and shall be governed by,
construed and enforced in accordance with the laws of the Republic of the Philippines. Legal action, if
any, shall be in the proper courts of Makati City.

This Contract shall exist alongside the policies, implementing rules, official internal communication and
shall be the entire agreement between the parties, and any prior understanding or representation of
any kind preceding the date of this Contract shall not be binding upon either party, except to the extent
incorporated in this Contract.