Republic of the Philippines)

_______________ss).

CONTRACT TO SELL

KNOW ALL MEN BY THESE PRESENTS:

This CONTRACT TO SELL, entered into this ___ day of December

2017, in _______ City, Philippines, by and between;

_______________________, of legal age, Filipino,

married to _____________ and with residence and postal
address at ________________________, represented
herein by _________________ who is duly authorized for
the purpose evidenced by a Special Power of Attorney dated
_____, a copy of which is attached hereto as Annex “A”
and made an integral part hereof, hereinafter referred to as
the “SELLER”;

-and-

__________________, a corporation duly organized

and existing under the laws of the Philippines, with business
address at _____________, represented herein by
_____________________ who is duly authorized for the
purpose indicated by the Secretary’s Certificate dated
_________, a copy of which is attached hereto as Annex
“B” and made an integral part hereof, hereinafter referred
to as the “BUYER.”

WITNESSETH That:

WHEREAS, the SELLER is the absolute and registered owner in fee

simple of a parcel of land located at __________________________,
covered by Transfer Certificate of Title No. ________________ of the
Register of Deeds for _______________, containing an area of _______
square meters and more particularly described as follows:

TRANSFER CERTIFICATE OF TITLE No. __________

WHEREAS, the SELLER has offered to sell, and the BUYER has
manifested its desire to purchase the above-described parcel of land
(hereinafter referred to as the “PROPERTY” for brevity), free from all liens
and encumbrances of whatever nature.

NOW, THEREFORE, for and in consideration of the foregoing

premises, the mutual promises and covenants herein contained, the parties
hereto have AGREED and BOUND themselves as follows:

Page 1 of 5
 TERMS AND CONDITIONS
GOVERNING THE SALE AND PURCHASE
OF THE PROPERTY

1. PURCHASE PRICE

The BUYER agreed to purchase and the SELLER has agreed to sell
unto and in favor of the former, the PROPERTY for the sum of
___________________(Php____________) Philippine Currency (the
“PURCHASE PRICE”), due and payable in the manner stated in Paragraph
2 below.

2. MANNER OF PAYMENT

The BUYER hereby agreed to pay the PURCHASE PRICE stipulated

above in the following manner:

a) The BUYER shall pay _______________ (_________) as

down payment upon the execution of this Contract to Sell;

b) The remaining balance of the PURCHASE PRICE in the amount

of _________________ (Php________________) shall be paid
by the BUYER in full to the SELLER on or before _______ on
the condition that the SELLER will surrender to the BUYER the
owners’ duplicate copy of the Transfer Certificate of Title No.
_____________ free from all liens and encumbrances, original
copy of the Tax Declaration, Real Property Tax Clearance,
Homeowner’s association clearance and the execution of a Deed
of Absolute Sale.

3. EXECUTION OF DEED OF ABSOLUTE SALE AND TRANSFER OF

TITLE IN AND OVER THE PROPERTY

Upon full payment of the PURCHASE PRICE in accordance with the

manner stipulated in Paragraph 2 above, the SELLER shall execute a Deed
of Absolute Sale unto and in favor of the BUYER covering the PROPERTY
and, thereupon, the BUYER shall be entitled, as a matter of right, to
transfer the title in its name.

4. TAXES, FEES AND OTHER COSTS/EXPENSES

Payment of the capital gains tax shall be for the account of the
SELLER. All other taxes, fees and expenses necessary, required and/or
incidental for the transfer in registration of the PROPERTY, including but
not limited to documentary stamp tax, transfer tax, notarial fees, real estate
tax due on the land up to the time the Deed of Absolute Sale over the
PROPERTY is executed and signed by the parties hereto, shall be paid by the
BUYER.

Any broker’s commission owing to anybody by reason of the

transaction covered by this Contract shall be for the account of the SELLER.
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5. WARRANTIES AND REPRESENTATIONS

The SELLER warrants that the PROPERTY shall be free from any liens
and encumbrances upon full payment of the purchase price by the BUYER.

The SELLER likewise warrants that upon execution of the Deed of

Absolute Sale and on the date of tender of the full payment of the
PURCHASE PRICE by the BUYER, the PROPERTY shall be vacant and
shall not be occupied by any person or entity either with SELLER consent or
otherwise.

Upon failure of the SELLER to abide by any or all of its commitments

under this Contract, the SELLER expressly agrees to reimburse and return
to the BUYER any and all amount already paid by the BUYER in connection
with this Contract to Sell plus interests thereon of two and half percent
(2.5%) per month from the date the amount was paid by the BUYER until
the same is returned in full to the BUYER plus ten percent (10%) of the
total amount already paid by the BUYER as and for liquidated damages,
without need for any further notice or demand.

6. SETTLEMENT OF DISPUTE

Should there be any dispute between the parties hereto arising from
the interpretation of this Contract, both the SELLER and the BUYER shall,
as far as practicable, settle the same amicably by themselves.

However, if no amicable settlement is reached between the parties and

either party is constrained to resort to a court or judicial action to enforce or
safeguard their respective rights and interests under this Contract or any
related contract/s that may be hereafter be executed covering the same
PROPERTY, the venue of any court action shall be the competent courts in
Makati City only, to the exclusion of all others.

7. MISCELLANEOUS PROVISIONS

In the event that any part of this Contract is rendered null and void by
a competent court, all the other parts herein not otherwise affected thereby
shall remain and continue to be binding and enforceable upon the parties
hereto.

The parties hereby represent and warrant that they have read and
fully understood all the terms and conditions embodied in this Contract.
Both parties hereby agree that this Contract embodies all their mutual
understanding and agreement and that all prior contracts, documents and/or
instruments are hereby cancelled and abrogated. No amendments, revisions
and/or supplements hereto shall be valid and binding unless mutually agreed
upon in writing between the parties hereto.

IN WITNESS WHEREOF, the parties have affixed their signatures on the

date and place first above-written.

Page 3 of 5
 SELLER BUYER
By: By:

Authorized Representative Authorized Representative

With Marital Consent

SIGNED IN THE PRESENCE OF:

_________________________ ____________________________

Republic of the Philippines)

Makati City )ss.

ACKNOWLEDGMENT

BEFORE ME, a Notary Public, for and in _________________ this

__________________, personally appeared the following:

NAME TIN/PASSPORT/I.D. DATE/PLACE

No. ISSUED

all known to me and to me known to be the same persons who

executed the foregoing Contract to Sell and they acknowledged to me that
the same is their free and voluntary act and deed and that of the corporation
represented herein.

Page 4 of 5
 This Contract to Sell consists of five (5) pages including the page on
which this Acknowledgment is written and has been signed by the parties
and their witness on each and every page hereof.

WITNESS MY HAND AND SEAL on the date and place stated above.

Doc. No. _____;

Page No. _____;
Book No. _____;
Series of 2018.

Page 5 of 5