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SERVICE AGREEMENT

KNOW ALL MEN BY THESE PRESENTS:

This Agreement, made and entered into, by and between:

COLLARFINDER MANAGEMENT CONSULTANCY INC., a domestic


corporation duly organized and existing under and by virtue of the laws
rd
of the Republic of the Philippines, with principal office at 3 Floor
P.A.T.C. Building KM 31 National Road, Tunasan Muntinlupa City, and
represented in this act by its President & CEO, HERNARD C.
HONCOLADA, (hereinafter referred to as the "COLLARFINDER");

- and -

LEISUE INC., a partnership duly organized and existing under by virtue


of the laws of the Republic of the Philippines and duly registered and
licensed by the Securities and Exchange Commission of the Republic of
the Philippines, with principal office at Unit 1102 One World Place,
32nd St., Bonifacio Global City, Taguig 1634 Philippines and
represented in this act by its HR Officer, KRISTINE JANE M.
MANALASTAS (hereinafter referred to as the "CLIENT");

WITNESSETH: THAT -

COLLARFINDER and the CLIENT, have agreed and covenanted as follows:

I. COLLARFINDER’S RESPONSIBILITIES

1. Search and Selection Process

COLLARFINDER is committed to the CLIENT’S goal in providing high-class and


professional individual as COLLARFINDER and CLIENT grow together harmoniously and
successfully.

2. Search Strategy and Timetable


Based on COLLARFINDER’S understanding of the primary duties, responsibilities and
reporting relationship of the position, as well as the education, licenses, experience and
personal characteristics the CLIENT seeks, COLLARFINDER shall formulate a search
strategy which shall be discussed to the CLIENT before proceeding with the actual search for
candidates. The search strategy and discussions are critical to ultimate success of the
recruiting assignment.

Typically, the complete search process requires at least 30 working days from the time
search started until the successful candidate/s is/are selected. However, COLLARFINDER is
committed to submit a short list of candidates within 3 to 5 working days from the time the
search is approved by the CLIENT.
Should the engagement not be completed within this period, COLLARFINDER shall
apprise the CLIENT of the situation and determine the appropriate course of action.

3. Identification and Evaluation of Candidates


After receiving CLIENT’S approval of the search strategy, COLLARFINDER shall identify
and evaluate candidates whose profiles closely match the established criteria.

To avoid duplication of effort, the CLIENT has to inform COLLARFINDER if the candidate
endorsed is in the database of the CLIENT within one (1) working day. This will relieve the
CLIENT of the burden of responding to such individuals and allow COLLARFINDER to
incorporate these candidates into the screening process.

BGC Office: MUNTINLUPA Office:


Level 24 BGC Corporate Center 3rd Floor PATC Building II
30th St. corner 11th Avenue Bonifacio Global City Taguig 1634 KM 31 National Road, Tunasan Muntinlupa City
Telephone: (+632) 790 0267 Telephone: (+632) 816 4250
Fax: (+632) 790 0200 www.collarfinder.com
4. Candidate Interviews
In-depth interviews shall be conducted to obtain a thorough understanding of the
candidates’ background, career history and preparedness to assume the position at hand.

5. Presenting Candidates
For each candidate recommended for the position, COLLARFINDER shall submit to the
CLIENT written interview summaries together with the candidates’ resume. COLLARFINDER
shall arrange client-candidate meetings and participate in, if requested, to ensure that
optimum information is exchanged during this meeting.

6. Reference Checking
If requested, COLLARFINDER shall conduct reference checks to provide insights into the
personal and professional style and attributes of the candidates and also validate the
accomplishments they cited. COLLARFINDER’S findings shall be reported to the CLIENT in
writing.

To protect the candidate and maintain confidentiality in the search process, reference
checks shall be conducted only during the latter stages of the search process, or at the time
an offer is made to a candidate. In this case, COLLARFINDER recommends that the offer be
made contingent upon satisfactory reference checks.

7. Selection of Final Candidate and Negotiation of Terms of Employment


Upon the selection of the final candidate, COLLARFINDER can assist the CLIENT in
structuring and negotiating the terms of employment.
COLLARFINDER’S counsel may include compensation negotiation, benefits programs,
assistance in relocation and other pertinent requirements.

8. Completion of search/ Follow Through


Once the search is completed, COLLARFINDER shall maintain contact with the CLIENT
and the newly hired employee to ensure a smooth transition.

9. Warranty on the hired Candidate

In the unlikely event that the candidate recruited as a result of this engagement is
separated, voluntarily or involuntarily, from the client three (3) months from the date of
employment, COLLARFINDER will conduct another one (1) time search for the position for
no additional professional fee. However, any out of-pocket expenses as discussed in section
2, part 3 below shall be charged.

This assumes that separation is not the result of, or in connection with, reorganization,
merger or acquisition, redundancy, retrenchment, implementation or labor-saving schemes,
changes in resource allocation, role and/or reporting relationship, illness or death.

10. Evaluation
In an ongoing effort to enhance the service COLLARFINDER provides to its clients,
COLLARFINDER maintains an active quality assurance and improvement program. At the
conclusion of this assignment, COLLARFINDER shall ask the CLIENT to comment on various
aspects of COLLARFINDER’S performance during the course of the search.

II. CLIENT’S RESPONSIBILITIES

1. Corporate Information and Job Description


Provide the information necessary for COLLARFINDER to gain an understanding of the
CLIENT’S organization and the position specification, as well as insights on CLIENT’S
expectations of the candidate’s performance.

BGC Office: MUNTINLUPA Office:


Level 24 BGC Corporate Center 3rd Floor PATC Building II
30th St. corner 11th Avenue Bonifacio Global City Taguig 1634 KM 31 National Road, Tunasan Muntinlupa City
Telephone: (+632) 790 0267 Telephone: (+632) 816 4250
Fax: (+632) 790 0200 www.collarfinder.com
2. Confidentiality
Identify those matters which the CLIENT expects us to keep confidential and maintain the
confidentiality of the information COLLARFINDER presents to the CLIENT, limiting its circulation
to those directly involved in the recruiting process.

3. Communication
Provide timely feedback on all information, recommendations and requests, channeling
all communications to COLLARFINDER.

4. Payment of Fees and Engagement Support Expenses


Pay the professional fees and other out-of-pocket or engagement support expenses upon
successful placement of a candidate within thirty (30) working days period upon receipt of
COLLARFINDER’S invoice, which shall be based on the CLIENT’S approved pro-forma billing
statement. Late payment will be charged additional 5% per month of the total placement fee.

III. PROFESSIONAL FEES AND OTHER COSTS

1. Fee Structure

COLLARFINDER’S standard professional fee for conducting the search shall be fifteen
(15%) percent of candidate’s annual gross salary including fixed bonuses and allowances.

The 12% value-added tax shall be added and will be for the account of the CLIENT.

2. Out-of-Pocket or Engagement Support Expenses


Out-of-pocket or engagement support expenses attributable to this search shall be billed
in addition to COLLARFINDER’S professional fee for successful placements. These may
include overseas communication expenses and travel, if necessary, for consultants and client-
approves candidates. All local/foreign related expenses shall be approved by the CLIENT
before being incurred.

3. Hiring of Endorsed Candidate for a Different Position


If, as a consequence of this engagement, any individual COLLARFINDER has presented
as a prospective candidate is employed by the CLIENT for a different position,
COLLARFINDER’S standard fee as described above shall be due and payable, to
COLLARFINDER upon employment. Candidate will be tagged to COLLARFINDER for at least
1 year

IV. MISCELLANEOEUS PROVISIONS

1. Agreement Validity and Termination

The Agreement shall be deemed valid for a period of one (1) year from date of signing.
However, should the CLIENT seek to extend the services, the said agreement may be
renewed upon agreement of the parties.

On the other hand, if the CLIENT wishes to terminate COLLARFINDER’S services during
the Agreement period, the CLIENT shall give a 30- day advance notice prior to desire effective
date.

2. No Partnership or Other Relationship

The parties agree that there is no partnership or other relationship in which a Party has or
has had any interest in the business or affairs or assets of the other Parties or their Affiliates.
No Party is the agent of the other and no Party is authorized to take any action on behalf of the
other, except as expressly set forth herein.

BGC Office: MUNTINLUPA Office:


Level 24 BGC Corporate Center 3rd Floor PATC Building II
30th St. corner 11th Avenue Bonifacio Global City Taguig 1634 KM 31 National Road, Tunasan Muntinlupa City
Telephone: (+632) 790 0267 Telephone: (+632) 816 4250
Fax: (+632) 790 0200 www.collarfinder.com
Nothing contained herein shall be construed as establishing or creating an employer-
employee relationship between COLLARFINDER and the CLIENT, any of its employees or
any of the hired candidates. COLLARFINDER shall not, therefore, be responsible for
complying with any labor laws, rules and regulations governing employer-employee
relationships under Philippine laws.

3. Events of Default

In the event that the CLIENT defaults in the payment of any amount due hereunder for a
period exceeding thirty (30) days, or in the event of any default in or breach of the terms of this
Agreement, or if the CLIENT becomes insolvent or if valid bankruptcy or receivership
proceedings are initiated by or against the CLIENT, COLLARFINDER shall have the right to
terminate this Agreement. Upon such termination, all amounts that would have been due and
demandable for the entire Agreement shall immediately be due and demandable to
COLLARFINDER. The CLIENT shall be liable for any legal fees incurred by COLLARFINDER
in connection with the collection of any amounts due COLLARFINDER hereunder.

4. Force Majeure

Neither party shall be responsible for any failure or delay in complying with the terms of
this Agreement where such failure or delay is due to force majeure.

5. Limitation on Damages

In no event shall COLLARFINDER be liable to any party for direct, indirect, special or
other consequential or incidental damages arising directly or indirectly from this Agreement
including but not limited to any lost profits.

6. Waiver

The failure of COLLARFINDER to insist upon a strict performance of any of the terms,
conditions and covenants hereof shall not be deemed a relinquishment or waiver of any of the
rights or remedies that COLLARFINDER may have, nor shall it be construed as a waiver of
any subsequent breach or default of its terms, conditions and covenants which shall continue
to be in full force and effect. No waiver by COLLARFINDER of its rights under this Agreement
shall be deemed to have been made unless expressed in writing and signed by
COLLARFINDER.

7. Severability

If one or more provisions of this Agreement shall be held invalid, illegal or unenforceable,
the remaining provisions shall remain in, and shall be given, full force and effect.

8. Amendments

This Agreement constitutes the entire agreement between the parties and shall be
modified only in writing and signed by both parties.

9. Jurisdiction

In case of any dispute arising in connection with this Agreement, the parties hereby agree that
the venue for the settlement of the dispute shall fall exclusively within the jurisdiction of the proper
courts in the City of Makati, Philippines.

BGC Office: MUNTINLUPA Office:


Level 24 BGC Corporate Center 3rd Floor PATC Building II
30th St. corner 11th Avenue Bonifacio Global City Taguig 1634 KM 31 National Road, Tunasan Muntinlupa City
Telephone: (+632) 790 0267 Telephone: (+632) 816 4250
Fax: (+632) 790 0200 www.collarfinder.com
IN WITNESS WHEREOF, we have hereunto set our hands, this _____________ at
_____________, Philippines.

KRISTINE JANE M. MANALASTAS HERNARD C. HONCOLADA


HR Officer President & CEO
LEISUE INC. COLLARFINDER MANAGEMENT
CONSULTANCY INC.

SIGNED IN THE PRESENCE OF:

JAYZON DE GUZMAN ANA LYN CARMONA ABELLA

REPUBLIC OF THE PHILIPPINES) CITY OF


MUNTINLUPA) SS.
x-----------------------------------------x

ACKNOWLEDGMENT

BEFORE ME, a Notary Public for and in the City of Muntinlupa, personally appeared the following
persons, with their respective competent evidence of identity as follows:

NAME COMPETENT EVIDENCE OF IDENTITY

1. Hernard C. Honcolada
2. Kristine Jane M. Manalastas

All whom I have identified through competent evidence of identity and who represented to me that their
respective signatures on the foregoing instrument were voluntarily affixed by them for the purposes stated
in the instrument and who declared that they have executed the foregoing instrument as their free and
voluntary act and deed.

This Instrument consists of only five (5) pages, including this page in which this acknowledgment
is written, duly signed by the parties and their instrumental witnesses on each and every page hereof.

WITNESS MY HAND AND SEAL this _________________ at Muntinlupa City,


Philippines.

NOTARY PUBLIC

Doc. No. ______; Page


No. ______; Book
No.______; Series of
2017.

BGC Office: MUNTINLUPA Office:


Level 24 BGC Corporate Center 3rd Floor PATC Building II
30th St. corner 11th Avenue Bonifacio Global City Taguig 1634 KM 31 National Road, Tunasan Muntinlupa City
Telephone: (+632) 790 0267 Telephone: (+632) 816 4250
Fax: (+632) 790 0200 www.collarfinder.com