CONTRACT OF SALE

KNOW ALL MEN BY THESE PRESENTS:

This Contract of Sale (“Real Poperty”) is entered into by and between the
following effective to this date:

Mr.
-and-
MR. GREGORIO MABAGGU, as Director and BERNARDO MABBAGU, as
Chairman, as incorporators, hereinafter referred to as the SECOND PARTY;

Withesseth:--
WHEREAS, the FIRST PARTY, has established a private institution primarily
for pooling of personnel for security for different establishment which duly approved by
Supervisory Office and Investigation Agency (SOSIA);
WHEREAS, one objective of this to train professional/s man and woman to
become highly effective, capable and well trained individual to provide security and
safety of any establishment/workplace;
WHEREAS, the FIRST PARTY has chosen the SECOND PARTY as one of the
incorporators/financier given the latter’s resources and its proximity;
WHEREAS, the SECOND PARTY has agreed to cooperate with the FIRST
PARTY in utilizing former’s resources/assets for procurements of provisions/materials
for the welfare of the company.
NOW THEREFORE, for and in consideration of the foregoing premises, the
parties bind themselves to the following terms and conditions:

Obligations of the FIRST PARTY

1. The FIRST PARTY shall provide the SECOND PARTY with the copy of the
publish current terms and conditions of the company.
2. The FIRST PARTY will provide the SECOND PARTY the liquidated assets and
Liabilities of the company for transparency and protection of the shares provided and
invested by them.

3. The FIRST PARTY undertakes to inform the SECOND PARTY of any

circumstances unforeseen events or cause of force majeure that will cause deterioration
and loss to the company.

4. The FIRST PARTY through its supervisory powers will employ, hire and monitors
Conduct, performance and professional demeanour of each employee.

5. The FIRST PARTY undertakes to withdraw, remove nor dismiss in favour of any
Employee who, through commission of disciplinary infraction, and after due
investigation will prove to be unfit to continue the employment. For the purpose of
averting personal harm or injury to a fellow employee or to any one employed with the
SECND PARTY, and/or potential damage to the company.

6. The FIRST PARTY agrees not to use the name of the SECOND PARTY to
enter in a contract or agreement as a form of REPRESENTATION.

Obligation of the SECOND PARTY

1. The SECOND PARTY shall equip with a copy of the publish current terms and
conditions of the company.

2. The SECOND PARTY shall be designated a representative as being member of

the board in any case there is incident that need immediate attention of the members
and their presence will be necessary;

3. The SECOND PARTY will primarily responsible for the procurement of the
provision and materials needed for the employees to perform their job.

4. The SECOND PARTY shall provide the employees with their nominal financial or
material consideration in consequences of the work hours done.

5. The SECOND PARTY will provide the company the financial and /or monetary
needs as to what the other incorporators provide for the establishment of the company

6. The COMPANY agrees to provide each incorporators of the company policy,

rules and regulations which pertinent to the articles of incorporators.

By signing below, both parties consent to the terms of this agreement.

_________________________________ ________________
Mr. Bernardo Mabaggu Date
Chairman

_________________________________ ________________
Mr. Gregorio Mabaggu Date
Director

_________________________________ ________________
Mr. Judy A Balansay Date
President and General Manager

_________________________________ ________________
Mr. Ismael M Carascon Date
Vice President

SIGNED IN THE PRESENCE OF

______________________________ _________________________
Witness Witness

ACKNOWLEDGEMENT
Republic of the Philippines )
____________________________ )ss

BEFORE ME, a Notary Public and within the above jurisdiction on

_____________________ personally appeared the following exhibiting to me their
Community Tax Certificates and government-issued identification cards:

Name CTC No./ID No. Date/Place of Issue

Known to me and to me known to be the same persons who executed the foregoing
instrument and they acknowledged to me that the same is their own free act and
voluntary deed.

This instrument, which refers to a Memorandum of Agreement consist of four (4) pages
including the one where there is acknowledgement is written, signed by the parties on
each and every page and sealed with my notarial seal.

WITHNESS MY HAND on the date and place first above-written.

Doc. No.___________;
Page No.__________;
Book No.__________;
Series no._________;