EXCLUSIVE AUTHORITY TO SELL AGREEMENT

KNOW ALL MEN BY THESE PRESENTS

This Exclusive Authority to Sell Agreement (the “Agreement” for brevity) made
and executed by and between:

VIRGILIO GABUNADA married to FELICIANA GABUNADA (Deceased), Filipino,

and with residence at Kalunasan, Cebu City, hereinafter referred to as the
SELLER;

-and-

GARY V. MANINGO, of legal age, single, Filipino and with residence at Mountain
View Village, Kalunasan, Cebu City; and EUGENIE MERRA M. LIM, of legal age,
married, Filipino and with residence at Goldenville Subdivision, Banawa,
Guadalupe, Cebu City, hereinafter referred to as the BROKERS.

WITNESSETH:

WHEREAS, a certain real estate property exclusively owned by the

SELLER is available for sale, and hereby described as follows:

TITLE NO. Original Certificate of Title No. 107-O-1715

DESCRIPTION: A PARCEL OF LAND (Lot No. 18212-F CSD-07-007920

EQUIV. TO LOT NO. 21321, CAD-12 EXT.), situated in the Barangay
Kalunasan, City of Cebu, Province of Cebu, Island of Cebu containing
an area of 10,472 square meters more or less. This is an exclusive
property of VIRGILIO GABUNADA being an inherited estate in
accordance with the Extra-Judicial Declaration of Heirs and Settlement
of the Estate of the Deceased Fernanda Gabunada dated 12 July 1999
duly acknowledged before Notary Public Loreto T. Lara and entered in
the notarial register of the latter as Doc. No. 251, Page No. 52, Book No.
VII, Series of 1999.

WHEREAS, the BROKERS are licensed real estate brokers with

appropriate licenses issued by the Professional Regulations Commission (PRC) to
practice real estate brokerage in the Philippines pursuant to Republic Act 9646
or otherwise known as the Real Estate Service Act;

NOW THEREFORE, the SELLER has agreed to grant an exclusive authority to

sell pertaining to the above-described property to the BROKERS, subject to the
following terms and conditions:

1. SUGGESTED SELLING PRICE

The total suggested selling price shall be TWENTY MILLION NINE
HUNDRED FORTY-FOUR THOUSAND PESOS ONLY (P20,944,000.00),
Philippine Currency or TWO THOUSAND PESOS (P2,000.00) per square

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 meter, net of brokers’ commission. However, the said price, and terms of
payment thereof, shall be subject to further negotiation at the option of
the SELLER.

2. TERMS OF PAYMENT
The preferred term of payment is Cash Basis, however subject to
negotiation.

3. BROKERS’ COMMISSION
The broker’s commission shall be charged on top of the agreed net selling
price, payable in full upon full payment of the price to the SELLER;

4. TAXES AND OTHER CHARGES

The SELLER shall be responsible for the payment of capital gains,
accrued real property tax and any and all such expenses that may be
agreed upon with the buyer.

5. ACCREDITATION OF BROKERS AND AGENTS

The BROKERS, being lead brokers with exclusive authority to sell, may
accredit and further authorize other licensed real estate brokers and real
estate salespersons as sub-agents to sell the above-described property
following the same terms and conditions contained in this Agreement;

6. PERIOD OF VALIDITY
a. This Agreement is valid for 12 months from execution, and during this
period, only the BROKERS and the SELLER can sell the above-
described property. Upon the expiration of the said period, the right
granted to the BROKERS and to their accredited sub-agents shall not
automatically cease unless terminated by the SELLER, which shall
take effect after 30 days from receipt of the written notice of
termination.

b. If the above property is sold directly by the SELLER or by any other

brokers or agents (excluding the BROKERS’ sub-agents), the
BROKERS’ shall be entitled to a commission of SIX PERCENT (6%).

7. MISCELLANEOUS PROVISIONS
a. The BROKERS shall invest in marketing, promotions and exert their
earnest efforts to sell the above property at the shortest possible time;

b. The BROKERS shall regularly furnish the SELLER the names and
addresses of their prospects to whom the above property has been
offered;

c. If the above property is sold directly by the SELLER or by any other

brokers or agents (excluding the BROKERS’ sub-agents), to any of the
prospects mentioned in the list prospects or client buyers submitted
by the BROKERS to the SELLER, even after the expiration of this
Agreement, the BROKERS shall be entitled to receive a SIX PERCENT
(6%) commission from the SELLER.

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 IN WITNESS WHEREOF, the parties have hereunto set their signature
this ___ day of _______________ at _________________. Philippines.

SELLER BROKERS

VIRGILIO GABUNADA GARY V. MANINGO

REB PRC License No. 0011560

EUGENIE MERRA M. LIM

REB PRC License No. 0014130

SIGNED IN THE PRESENCE OF:

______________________________________ _____________________________________

ACKNOWLEDGMENT

REPUBLIC OF THE PHILIPPINES )

CITY OF CEBU………….. ) S.S

I certify that on this date, before me, a notary public duly authorized in
the city named above to take acknowledgements, personally appeared:

Name CTC/ID/Passport Date Issued Place Issued

No.
Virgilio Gabunada
Gary V. Maningo PRC REB 0014130 Feb 10, 2016 Cebu
Eugenie Merra M. Lim PRC REB 0014130 Cebu

Personally known to me and to me known the same persons who executed the
foregoing Exclusive Authority to Sell Agreement and who acknowledged before
and their respective signatures on the instrument were voluntarily affixed by
them for the purposes stated therein, and who declared to me that they have
executed the instruments as their free and voluntary act and deed. This
instrument is composed of three (3) pages, including this page where and
conditions have been attached. All the pages hereof have been signed by the
aforesaid parties and their instrumental witnesses and sealed with my notarial
seal.

WITNESS MY HAND AND SEAL this

Doc. No. ;
Page No. ;
Book No. ;

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Series of __________