RETAINER CONTRACT

KNOW ALL MEN BY THESE PRESENTS:

This CONTRACT made and executed by and between:

EFREN H. MERCADO, Filipino, of legal age, with principal office address

at suite 2415 West of Ayala Bldg., 252 Gil Puyat Ave., Makati City
(hereinafter referred to as the "CLIENT");

- and –

MAUNAHAN LAW & ASSOCIATES, a law firm organized under and by

virtue of the laws of the Republic of the Philippines, with principal office
at 158 Dr. Jose Rizal St., Calamba City, Laguna in this act by ATTY.
GREGORIO E. MAUNAHAN, (hereinafter referred to as the "LAW FIRM")

WITNESSETH:

WHEREAS, the LAW FIRM has offered its professional legal services to
the CLIENT and CLIENT agrees to retain the professional legal
services of the LAW FIRM under a retainership basis, subject to the
terms and conditions hereinafter stipulated:

NOW THEREFORE, for and in consideration of the mutual

covenants and agreements herein agreed upon, the CLIENT and the LAW
FIRM, by these presents, have entered, as they hereby enter, into a
contract of services whereby the LAW FIRM shall render legal services to
the CLIENT, under the following terms and conditions:

1. The term or duration of this contract shall be for one (1) year
effective upon signing of this agreement and shall automatically
renewed on a year to year basis unless either party pre-terminates
the same upon serving a thirty (30) day-prior written notice to the
other party, without need of cause;

2. The LAW FIRM, while in the performance of its duties, shall be

entitled to a fixed monthly retainer fee of PESOS:
__________________________ (P_________) or in
kind:__________________________;

3. The LAW FIRM shall make itself available for ready consultation by
the CLIENT or its duly authorized officers in all matters or
business requiring legal advice and opinion affecting the said
CLIENT in general. Written opinions rendered by the LAW FIRM on
matters affecting the business and concerns of the CLIENT shall be
subject to confirmations;

4. The LAW FIRM shall render documentation and notarial services to

the CLIENT as part of this retainership. Client documents shall be
notarized based on the following fees:

Preparation and notarization of simple affidavits Php 1,000.00

(jurat)

RETAINER CONTRACT-EFREN H. MERCADO

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Authentication of documents 500.00
Preparation of contracts involving sale and 1% of the contract
similar transactions price or 2,500.00
(whichever is higher)
Preparation of contracts not involving sale (no 2,500.00
pecuniary consideration)

5. The LAW FIRM shall handle cases as referred to it by the CLIENT

for a fee that shall be determined by mutual agreement of the LAW
FIRM and the CLIENT, on a case to case basis, such as, but not
limited to, all suits or cases for or against the CLIENT;

6. The LAW FIRM shall not compromise or settle judicially or extra-

judicially any account, foreclosure proceeding or suit wherein the
CLIENT is a party, without the written
consent and conformity of the CLIENT or his
duly authorized officer;

7. Routinary expenses for mailing of demand letters, pleadings to

court and copies thereof to adverse parties,
costs of photocopy of evidentiary documents,
payment of stenographic notes, costs of publications of notices, as
well as filing fees and other legal expenses in
court and other appropriate government offices shall be for the
account of the CLIENT;

8. The LAW FIRM shall, whenever requested by the CLIENT take

immediate measures to investigate the facts and ascertain the legal
position of the CLIENT concerning any accidents, claim or
liability, and shall on such cases do what may be required for the
protection of the CLIENT. The LAW FIRM may represent the
CLIENT in all suits and proceedings pending or which may be
pending in Cabuyao City Laguna or its environs wherein wherein
the CLIENT is a party, or its rights or interest are involve, at the
direction of the CLIENT;

9. The LAW FIRM shall keep in its office a docket of record in which it
shall cause to be recorded all proceedings connected with
any action which the CLIENT is interested and shall keep such
other records necessary to preserve a complete history of the
business of the CLIENT entrusted to its charge. Said
docket and records shall be subject to the
inspection and control of the CLIENT or his representative;

10. The LAW FIRM shall submit to the CLIENT at least once every
quarter or as often as required, written reports on all pending
matters handled by the LAW FIRM for the CLIENT;

11. The LAW FIRM, in addition to the herein enumerated services,

shall well and faithfully serve the CLIENT and shall at all times
devote its whole time and attention to the assignments and tasks
given and/or entrusted to it by the CLIENT and shall
do and perform all such services, acts and things connected
therewith as the CLIENT shall from time to time direct; nor shall
the LAW FIRM at any time get itself in a situation where a
RETAINER CONTRACT-EFREN H. MERCADO
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 conflict of interest may arise between those of the CLIENT and the
LAW FIRM and/or its CLIENTS;

12. The LAW FIRM shall not, either during the term of this contract or
any time thereafter, use or disclose to any person, office,
corporation or entity any confidential information concerning the
affairs of the CLIENT which he may have acquired in the
course of or as incident to this contract for its own benefit, or to
the detriment or probable detriment of the CLIENT;

13. It is understood and agreed that nothing in this contract shall be

construed as establishing the relationship of employer-employee
between the CLIENT and the LAW FIRM, including its personnel;

14. Any violation of the terms and conditions of this contract by the
LAW FIRM shall give the CLIENT the option to rescind or cancel
immediately the contract without necessity of judicial proceedings;

15. The CLIENT reserves the right to terminate this Agreement without
need of cause or reason upon thirty-day written notice to the LAW
FIRM.

IN WITNESS WHEREOF, the parties have signed this instrument this

_____________ at _____________, Philippines.

EFREN H. MERCADO MAUNAHAN LAW & ASSOCIATES

By: ATTY. GREGORIO E.
MAUNAHAN
CLIENT LAW FIRM

SIGNED IN THE PRESENCE OF

_______________________ _______________________

RETAINER CONTRACT-EFREN H. MERCADO

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