LEASE CONTRACT

KNOW ALL MEN BY THESE PRESENTS:

This CONTRACT OF LEASE is made and executed at the City of Pasay, on the 7 th day of May,
2001, by and between:
REYDANTE A. CRUZ, WILFREDO A. CRUZ, ELENIDAD C. SANTOS, DORINDA A. CRUZ, of
legal age, Filipino citizens, ROBERTO A. CRUZ, MYRNA A. CRUZ, AND JULIE C. SAMSON of
legal age, US citizens, and with residence and postal address at 456 Aquino St. Yellow
Village, Calabarzon, Antipolo City, hereinafter referred to as the LESSOR.
-ANDLISI LESSEE PHILIPPINES, a corporation duly organized and existing under the Philippine
laws with principal office at 57 th Floor, 6750 Ayala Avenue, Antipolo City, hereinafter referred
to as the LESSEE.
WITNESSETH; That
WHEREAS, the LESSOR is the owner of THE LEASED PREMISES, a parcel of land with a

total area of two thousand three hundred thirty six point eighty eight (2,336.88)
square meters, more or less 1, situated at 625 Epifanio De Los Santos Avenue
(EDSA), Pasay City, registered under Transfer Certificate of Title No. 141943
WHEREAS, the LESSOR agrees to lease-out the property to the LESSEE and the LESSEE is
willing to lease the same;
NOW THEREFORE, for and in consideration of the foregoing premises, the LESSOR leases
unto the LESSEE and the LESSEE hereby accepts from the LESSOR the LEASED premises,
subject to the following:
TERMS AND CONDITIONS
1. TERM: Term of fifteen (15) years from pre-termination of the March

2001 Lease Contract after Lisi gives notice to the Cruz Siblings in
writing of the exact day of the commencement of the lease after
the occurrence of the following conditions:
i Registration of lease;
ii Issuance of all necessary government permits for the
construction of the service station building and installation of
equipment;
iii Turnover of the Leased Premises, clear of all occupants; and
1See Technical Description and Boundaries of Property Leased per Transfer
Certificate of Title No. 141943, attached as Annex A of the Lease Contract dated 7
May 2001.

iv Issuance of Environmental Pollution Clearance;

2. RENTAL RATE: Rental fee of one hundred fifty pesos (P150.00) per month for the

first seven years and one hundred eighty pesos (P180.00) per month for the eighth
to the fifteenth year, such amounts being the maximum rental. All rental payments
shall be payable to the LESSOR.

Rental fee shall be reduced proportionately in the

event of the Governments expropriation of the Leased Premises, without rendering
the remaining portion unsuitable for carrying on LESSEES business;
3. RENTAL RATE REDUCTION:

4. FORCE MAJEURE: Abatement of rental fee should LESSEE be prevented from

occupying the Leased Premises or be obliged to give up its possession by reason of

war, civil commotion, act of God or any other cause beyond LESSEEs control for
such period of time that LESSEE cannot occupy the same, subject to the right of the
LESSORS to lease the same to any person until such date as LESSEE may reoccupy
the same, the term of the May 2001 Lease Contract being considered as extended
for such period of time equal to that during which LESSEE was not in possession of
the Leased Premises
5. TERMS OF PAYMENT: Terms of payment for the rental fee are as follows:

i LESSEE shall pay seven (7) years advance

rental corresponding to the first seven (7)
years of the lease, without deducting
discount and bank charges, payable upon
the effectivity of the May 2001 Lease
Contract;
ii Rental fee for the eighth to the fifteenth
year payable annually in advance within
the first fifteen (15) days of each
anniversary year;
iii In case the LESSOR become indebted to
LESSEE, the latter shall be entitled to
apply to the payment of the formers
obligation, all or such portions of the
rentals accruing;

6. PRETERMINATION OF THE LEASE CONTRACT:

Pretermination of the May 2001

Lease Contract:
i Termination by LESSEE
at any time upon
thirty
(30)
days
written notice to the
LESSOR ;
ii Advance rental fees
paid to be forfeited in
favor of the LESSOR in

case of pretermination
without any fault or
delay attributable to
the LESSOR ;
iii Termination by the
LESSOR upon thirty
(30)
days
written
notice to LESSEE in
case of failure of the
latter to pay rental fee
due after thirty (30)
days written notice of
such
default
has
actually
been
delivered
to
the
General Manager
Marketing Retail of
LESSEE;
LESSEE has the right to erect any buildings or
structures it may desire without the consent or approval of the LESSOR; all
buildings, improvements, fixtures and equipment erected, installed or owned by
LESSEE shall remain the latters property, except permanent structures such as
buildings, driveway and perimeter walls, which shall become the property of the
LESSORS after termination and non-renewal of the lease contract
7. BUILDINGS/ IMPROVEMENTS:

LESSEE has the right at any time

during the lease contract or within sixty (60) days after its termination to abandon,
sever and remove any or all fixtures, equipment, improvements and other property
it has placed on the leased premised during the period of the May 2001 Lease
Contract or any extension or renewal thereof; LESSEE to fill up any excavation it has
introduced in the Leased Premises ;
8. ABANDONMENT/REMOVAL OF PROPERTY:

LESSORS are well seized of the Leased Premises, having good right
to lease the same, warranting and agreeing to defend their title thereto and to
reimburse and hold LESSEE harmless for all damages and expenses, including
attorneys fees LESSEE may suffer by reason of any restriction, encumbrance or
defect in such title or in the description of the same ;
9. WARRANTY:

LESSEE shall pay all taxes on the improvements it introduced ;

LESSORS shall pay all taxes and obligations if any, which are or may become a lien
on the Leased Premises, as they become due ;
10. TAXES:

11. RIGHT OF FIRST REFUSAL: LESSOR grants LESSEE the right of first refusal in
case the of sale, transfer or assignment of a part of or all of the Leased Premises
upon written notice thereof, subject to the alternative right of LESSEE to look for a
bonafide and qualified purchaser of the same, the latter having in turn, the right to
purchase at the same price offered to third persons should LESSEE be disqualified to
acquire and own land ;

12. SALE/TRANSFER/ASSIGNMENT TO THIRD PERSON BY THE LESSOR:

LESSOR shall include as a condition of its sale, transfer, or assignment of the said
property to a third person that the terms, and conditions of the May 2001 Lease
Contract shall be respected by the latter, subject to giving notice to LESSEE of any
such sale, transfer or assignment at least ten (10) days prior thereto, should LESSEE
decide not to purchase the same;
13. SUB-LEASE: Lisi has the right to sub-lease any portion of the Leased Premises
to any person or entity ;
14. ASSIGNMENT TO THIRD PERSONS: LESSEE has the right to assign the May
2001 Lease Contract, in whole or in part, to any third party in a position to perform
the formers obligations under the said contract ; and
15. JUDICIAL RELIEF: In case the LESSEE OR the LESSOR shall resort to judicial
proceedings to enforce any of its rights under the said contract, the party at fault
shall pay the other reasonable compensation for its expenses and charges,
including attorneys fees ;
16. This CONTRACT OF LEASE shall be valid and binding between the parties, their
successors-in-interest and assigns.
IN WITNESS WHEREOF, parties herein affixed their signatures on the date and place
above written.

Reydante A. Cruz,
Wilfredo A. Cruz,
Elenidad C. Santos,
Dorinda A. Cruz,
Roberto A. Cruz,
Myrna A. Cruz, and
Julie C. Samson
(Name of Lessors)
LESSOR

LISI LESSEE PHILIPPINES

LESSEE

(Name of Lessee)

Signed in the presence of:

_____________________________
ACKNOWLEDGEMENT

______________________________

Republic of the Philippines)

_________________________) S.S
BEFORE ME, personally appeared:
Name
(Name of Lessor)
(Name of Lessee)

CTC Number

Date/Place Issued

10000000
10000000

May__ / Cavite City

May__ / Pasay City

Known to me and to me known to be the same persons who executed the foregoing
instrument and acknowledged to me that the same is their free and voluntary act and deed.
This instrument consisting of ____ page/s, including the page on which this
acknowledgement is written, has been signed on each and every page thereof by the
concerned parties and their witnesses, and and sealed with my notarial seal.
WITNESS MY HAND AND SEAL, on the date and place first above written.
Notary Public
Doc. No.______;
Page No. ______;
Book No.______;
Series of 20___.