RETAINER CONTRACT

KNOW ALL MEN BY THESE PRESENTS:

This CONTRACT made and executed by and between:

___________________________________, hereinafter referred to as the "CLIENT";

- and -

________________________ LAW OFFICE, a law firm organized under and by virtue of the laws of the Republic of the Philippines as a general professional partnership, with principal office at __________________________________________________________, Philippines, and represented in this act by its Managing Partner, _____________________________; and 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_________);

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 corporation in general. Written opinions rendered by the LAW FIRM on matters affecting the business and operations of the corporation 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 free of charge while documents requiring the participation and signature of a party other than the Client shall be subject to additional fees and charges. 5. The LAW FIRM shall handle other 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, including officers and employees of the CLIENT sued in their official capacity;

6. Clerical and routine 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;

7. 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 nay 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;

8. 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;

9. The LAW FIRM reserves the right to terminate this Agreement upon giving a thirty-day written notice to the CLIENT;

10. Likewise, the Client has the right to terminate this Agreement upon giving a thirty-day written notice to the LAW FIRM.

IN WITNESS WHEREOF, the parties have signed this instrument this _____________ at _____________, Philippines.

CLIENT LAW FIRM