CONTRACT OF LEASE

KNOW ALL MEN BY THESE PRESENTS:

This Contract of Lease, executed and entered this ___________ day of

__________________ by and between:

LYDIA C. CATAMBAY, of legal age, Filipino, widow

and with residence and postal address at No. 8 Lopez Jaena
Street, Batangas City, Philippines, hereinafter referred to
as the “LESSOR,”

-and-

NEGRENSE MARINE INTEGRATED SERVICES, INC., a

corporation duly organized and existing under the laws of
the Philippines, with office address at Ground Floor, Harbor
Center II Building, Railroad corner 23rd Streets, South
Harbor, Port Area, Manila, Philippines, represented herein
by its President, MANUEL G. IMSON, hereinafter referred to
as the “LESSEE.”

W I T N E S S E T H:

WHEREAS, the LESSOR is the registered owner and possessor of the property lot
and building located at No. 0383 Rizal Avenue, Brgy. Sta. Clara, Batangas City,
Batangas, Philippines, and covered by Transfer Certificate of Title No. T 41588 of
the Registry of Deeds for Batangas City, Philippines.

WHEREAS, the LESSOR is leasing the building constructed on the above-

mentioned lot, as contained and specifically described in Annex ”A” hereof
(termed as “Leased Premises”).

WHEREAS, the LESSEE desires to lease from the LESSOR the aforesaid
leased premises under the terms and conditions hereinafter set forth.

NOW, THEREFORE, the foregoing premises considered and in consideration

of the rent, covenants, clauses and stipulations hereunder provided, the
parties have agreed, as they hereby agree, as follows:

Section 1 - MEMORANDUM OF BASIC LEASE PROVISIONS

The basic provisions under this CONTRACT OF LEASE are as follows::

LESSOR LYDIA C. CATAMBAY

Business Address of LESSOR 0383 Rizal Avenue, Brgy. Sta. Clara,

Batangas City, Batangas, Philippines
LESSEE NEGRENSE MARINE INTEGRATED
SERVICES, INC. represented by its
President & CEO, MANUEL G. IMSON
Business Address of LESSEE G/F Harbor Centre II, 23rd corner
Railroad Streets, South Harbor, Port
Area Manila 1018

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LEASED PREMISES
Location 0383 Rizal Avenue, Brgy. Sta. Clara,
Batangas City, Batangas, Philippines
Leased Area/Floor Space 2-STOREY BUILDING

Allowed Use of the Premises/Purpose of Office and Employees’ Residence

Lease
Period of Lease Two (2) years
Signing of Contract
Start of Lease May 1, 2019
End of Lease April 30, 2021
Basic Monthly Rent and Other Charges/Fees ₱22,500.00 per month (inclusive of VAT);
Utilities, water consumption and electricity
for the account of Lessee
Fixed Security Deposit/Advanced ₱ 22,500.00 (one [1] month fixed
deposit)
Utilities (electricity, water, and telephone, All for the account of Lessee;
etc.) Meralco (direct meter) SIN No.:
Water account number:
Operating Hours 24 hours (Monday to Sunday)

It is understood that each reference in this Contract to any of the Lease Provisions
shall be constructed to include the provisions set forth above as well as all the additional
terms and conditions of the applicable provisions of this Lease where the Basic Lease
Provisions are set forth in detail.

Section 2 - TERM OF LEASE

This lease shall be for a term of two (2) years starting from May 1. 2019 and
ending on April 30, 2021, renewable automatically under the same terms and
conditions hereof. The LESSEE shall advise the LESSOR of its intention to renew this
lease contract at least thirty (30) days prior to its expiration.

In case the LESSEE pre-terminates this Contract, there will be no FORFEITURE

FEE OR PRE-TERMINATION FEE that will be charged against the LESSEE; except that
the ONE (1) MONTH SECURITY DEPOSIT issued by LESSEE shall be forfeited in favor of
the LESSOR only for the purpose of covering expenses incurred for utilities,
electricity, water and telephone, and such other costs for repair/s of the leased
premises caused by the LESSEE but not to include expenses for ordinary wear and tear
which is borne by the LESSOR. Any excess from the security deposit not used up
shall be returned to the LESSEE.

Likewise, all postdated checks issued by the LESSEE covering rentals for pre-
terminated months shall be returned to the latter except that which pertains to the
SECURITY DEPOSIT.

Section 3 - MONTHLY RENTAL FEE

The LESSEE shall pay a monthly rental fee of TWENTY TWO THOUSAND FIVE
HUNDRED PESOS (₱22,500.00) inclusive of VAT, in Philippine currency, for the use of
the said leased premises.

All payments shall be on a month-to-month basis payable to “Lydia C,

Catambay.” No postdated checks shall be issued as rental payment for the two-year

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lease period. However, the monthly lease rate shall be made payable in advance and
within the first five (5) days of the current month.

Section 4 - USE OF THE LEASED PREMISES

The LESSEE will use the leased premises for its business as office and as
residence of its employees/workers. It shall not use the leased premises for any
illegal or immoral purpose.

Section 5 - NON-TRANSFER OF LEASE RIGHTS

The LESSEE shall not directly or indirectly sub-lease space with another
company, assign, transfer, convey, mortgage or in any way encumber its right of lease
over the leased premises or any portion thereof under any circumstances whatsoever,
without the written consent of the LESSOR. Any transaction entered into in violation
of this clause shall be deemed null and void.

Section 6 - MAINTENANCE OF LEASED PREMISES

The LESSEE acknowledges receipt of the leased premises in good condition,

satisfactory for the use/purpose intended.

The LESSEE is responsible for the maintenance of the leased premises and shall
keep the same in good, clean, safe and tenantable condition at all times, ordinary
wear and tear excepted. A general condition of good housekeeping must be
maintained in the area. Proper garbage segregation and disposal must be practiced.

LESSEE shall promptly and properly, repair any damage in the leased premises
as a result of its negligence or use of the premises and be responsible for security
thereof. LESSEE shall promptly inform the LESSOR of any damage, defect or similar
conditions for whatever cause in the leased premises. In the event that the LESSEE
fails to undertake the maintenance and repair works as stipulated herein, LESSOR, at
its sole discretion, may opt to perform the works and charge the cost thereof for the
account of the LESSEE.

Section 7 - UTILITIES

All charges for water, electricity, telephone and other utility services in the
premises, including the necessary meter/sub-meter and repairs in the service utility
system shall be for the account of the LESSEE.

Section 8 - IMPROVEMENTS

The LESSEE shall not introduce any permanent or fixed additions or

improvements within the leased premises without the prior written consent of the
LESSOR.

All permanent additions, alterations and improvements made on the leased

premises by the LESSEE shall become the LESSOR’s property upon the termination or
pre-termination of this Contract, without any obligation on the LESSOR’s part to
reimburse the LESSEE for the value thereof.

Section 9 - RIGHT OF INSPECTION

The LESSOR and/or its representatives shall have the right, but not the
obligation, to enter the leased premises at reasonable hours and upon reasonable

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prior notice to the LESSEE, to examine and conduct safety inspection to the leased
premises, to make repairs which the LESSEE may neglect or refuse to make in
accordance herewith, to make improvements and repairs therein or on other parts of
the leased premises as LESSOR may deem necessary, and/or to do such other similar
protective acts.

Section 10 - FIRE HAZARDS

The LESSEE shall not bring into or store in the leased premises any explosive
goods or materials which may expose the leased premises to fire or increase the fire
hazard of the building.

Section 11 - COMPLIANCE WITH LAWS AND REGULATIONS

The LESSEE shall comply with all laws, ordinance, regulations or orders
promulgated by proper government authorities arising from or regarding the use,
occupation or sanitation of the leased premises. Non-compliance therewith shall be
at the exclusive risk and expense of the LESSEE.

Section 12 - DESTRUCTION OF LEASED PREMISES

Should the Leased Premises be destroyed in whole or In substantial part by fire,

earthquake, or any other acts of God or cause not attributable to the acts of the
LESSEE, and its agents and employees, guests or visitors, then this lease shall ipso
facto terminate, and LESSOR shall have no further obligation to the LESSEE, and the
latter shall immediately vacate and surrender the Leased Premises to the LESSOR. In
case of minor damage to the Leased Premises due to fire, earthquake, inundation,
which are not attributable to the acts of the LESSEE, its employees, guests, or
visitors, the LESSOR shall undertake expeditious repairs of such damage.

Section 13 - FREE AND HARMLESS

The LESSEE shall hold the LESSOR free and harmless from any liability or
responsibility for damage, injury or death/fatality to any person or property arising
out of or as a consequence of this Contract, or the use of the leased premises by the
LESSEE, its employees and agents, or the use of the leased premises by the other
occupants thereof.

The LESSEE agrees to indemnify the LESSOR against any liability arising from
or connected with the use of the leased premises due to any breach of violation by
the LESSEE of the stipulations of this Contract and other occupants thereof.

The LESSEE shall be responsible, at all times, for acts and omissions done by
the LESSEE, its employees or agents, or any other person gaining access to the leased
premises on account of the LESSEE, any damage, injury or death/fatality to the leased
premises due to the fault or gross negligence of the LESSEE, his employees and
agents, or other persons gaining access to the leased premises on account of the
LESSEE, shall be chargeable to the LESSEE.

Section 14 - RETURN OF LEASED PREMISES

Upon the expiration of this Contract, or pre-termination as herein provided,

the LESSEE shall immediately vacate the leased premises and return possession
thereof to the LESSOR. In the event that the leased premises are not in good and
tenantable condition, ordinary wear and tear excepted, LESSEE shall continue paying

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lease rental up to the time the leased premises have been actually restored in good
and tenantable condition, ordinary wear and tear excepted.

Should the LESSOR need the leased premises or portion thereof, the LESSEE
shall vacate and return the same to the LESSOR provided that 30-day prior notice in
writing is served upon the LESSEE. In the event that only a portion of the leased
premises is returned to the LESSOR pursuant to this paragraph, the rental rate shall
be proportionately reduced to the extent of the area re-acquired by or returned to
the LESSOR.

IN WITNESS WHEREOF, the parties have hereunto set their signature on the
date at the place above-written

LYDIA C. CATAMBAY NEGRENSE MARINE INTEGRATED

(LESSOR) SERVICES INC.
(LESSEE)

By:

MANUEL G. IMSON
President & CEO

Signed in the presence of:

________________________ _______________________

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 ACKNOWLEDGMENT

REPUBLIC OF THE PHILIPPINES )

CITY OF BATANGAS ) S.S.

BEFORE ME, Notary Public for and in abovenamed jurisdiction, this

________. day June 2019, personally appeared:

Name Competent Proof of Identity Validity period

LYDIA C. CATAMBAY Senior Citizen ID 0410-05066-041 Valid until

MANUEL G. IMSON

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

foregoing instrument consisting of six (6) pages including the page on which the
acknowledgement is written, and they acknowledge to me that the same is their own
free and voluntary act and deed and the free and voluntary act and deed of the entity
herein represented.

IN WITNESS WHEREOF, I have hereunto set my hand and affixed my notarial

seal on the date at the place above-mentioned

Doc. No. _____;

Page No. _____;
Book No. _____;
Series of 2019