MEMORANDUM OF UNDERSTANDING

KNOW ALL MEN BY THESE PRESENTS

This Memorandum of Understanding (“MOU”) is entered into this _______ at ______________,

Metro Manila, Philippines, by and among the following parties:

ESCALERA BROTHERS CONSULTANCY., a corporation duly organized and existing under Philippine laws,
with principal office at 5th Floor North Star Building, Sen. Gil Puyat Ave., corner Makati Ave. Brgy. Bel-Air,
Makati City, Philippines, represented by its Managing Director, ENTENG KABISOTE, and hereinafter
referred to as “ESCALERA BROTHERS”

-and-

SARA LEE & PARTNERS, an architectural partnership, with principal office at 14F Minguan E. Rd. Taipei,
Taiwan, represented by its Vice President, Mrs. Sarah Lee, and hereinafter referred to as “S. LEE;”

ESCALERA BROTHERS CONSULTANCY and SARA LEE & PARTNERS shall hereinafter be collectively
referred to as the “Parties”.

WITNESSETH:

WHEREAS, the Parties agree to enter into a stragegic alliance by way of a partnership in promoting their
services as architects, planners, engineers, master planners, urban planners, construction management
and interior design.

NOW THEREFORE, the Parties mutually enter into this Memorandum of Understanding and bind
themselves, as follows:

1. The respective portfolios of ESCALERA BROTHERS CONSULTANCY. and SARA LEE & PARTNERS
will be integrated for marketing purposes to be presented to prospective clients in the
Philippines;

2. To foster familiarization of expertise between the parties, both ESCALERA BROTHERS

CONSULTANCY. and SARA LEE & PARTNERS agree to exchange architects in order to gain
experience with cross cultural work, values and skill;

3. ESCALERA BROTHERS CONSULTANCY. and SARA LEE & PARTNERS agree to hire one full time
Business Development Officer whose functions include, but not limited to, searching for
prospective clientele, arrange company presentations and meetings. Remuneration package for
this position will be further deliberated.

4. Detailed work collaboration will likewise be discussed.

5. The instant MOU pertains only to projects involving medium and high rise structures, malls,
office buildings and the like.
6. In connection with this MOU, the Parties may learn trade secrets and confidential information of
each other, including but not limited to (i) financial information, (ii) business methods and
techniques, including but not limited to, sales methods, prospecting methods, methods of
presentation, programs and other materials used or to be used by the Parties in Managing,
marketing or furthering its business, (iii) and all other information about the Parties’ respective
businesses that is not known to the public. Accordingly, for the duration of the term of this
MOU, the parties agree that they will not, directly or indirectly, disclose or communicate to any
person or entity or otherwise use any confidential information of the company for any purpose
other than for the direct benefit of each of the Parties’ businesses, and unless such disclosure is
agreed upon in writing by both Parties;

7. It is understood that this MOU is exclusive and with a duration of one (1) year from the date of
this agreement. The same may be renewed or extended by mutual consent of the parties in
writing. Nothing is in this MOU shall be construed as obligating either Party to enter into any
future agreements with the other party in connection with the subject matter of this MOU;

8. Either Party may pre-terminate this MOU for whatever reason it may deem necessary, without
prejudice to legally acquired rights, by providing a prior one (1) month notice to the other Party.

9. The Parties agree that all disputes, legal actions, suits and proceedings arising out or relating to
this MOU must be brought exclusively in the proper courts of Makati City, Philippines.

IN WITNESS WHEREOF, the Parties have hereby affixed their signatures

_____________________________