MEMBERSHIP AGREEMENT
KNOW ALL MEN BY THESE PRESENT:
This service contract made and executed by and between:
ZC KINGS MANPOWER & JANITORIAL SERVICES COOPERATIVE, a cooperative
organized and existing under and by virtue of the Philippines laws, with the principal office at 100D Doña Soledad
Avenue, Better Living Subdivision, 1711 Parañaque City, represented in this instance by ________________ in
his/her capacity as ______________________, hereinafter referred to as the COOPERATIVE.
-and-
_______________________________, with address at __________________________________________
____________________________________________________, hereinafter referred to as OWNER-MEMBER;
WHEREAS, the COOPERATIVE, is a duly registered COOPERATIVE composed of self-
employed workers and professionals whose objective is to engage in the business of performing services with the
end of uplifting the standard of living of its members;
WHEREAS, the COOPERATIVE is desirous of accepting members to ensure the attainment of its
objectives;
WHEREAS, in consideration of the benefits of the COOPERATIVE as well as participation in
the organization’s affairs in accordance with the Articles of Cooperation and By-laws and in furtherance of like
commitment by other members, ___________________________ has voluntarily applied for associate
membership in the COOPERATIVE;
WHEREAS, the OWNER-MEMBER has presented himself to be qualified and completely fit to
carry out the above services (or part thereof) which the COOPERATIVE has contracted to perform for the
Client/Cooperative;
WHEREAS, the COOPERATIVE has accepted such application for associate membership;
WHEREAS, the COOPERATIVE hereby agrees to assign the OWNER-MEMBER and the
OWNER-MEMBER hereby correspondingly agrees to be assigned, beginning _______________________ at the
premises and/or within the area of operations of the Client/Cooperative, for and in connection with the work
project/business of the COOPERATIVE therein, to perform the task(s), subject to the following terms and
conditions;
1. The OWNER-MEMBER shall agree to be assigned anywhere in the Philippines, at the premises and/or
within the area of operations of the Client/Cooperative for and in connection with the projects/businesses of
the COOPERATIVE.
2. Knowing that success in his work shall redound to the interest of the COOPERATIVE and ultimately to his
own benefit, being a self-employed owner and member (entrepreneur that he is) thereof, the OWNER-
MEMBER shall perform the above services to the best of his ability, subject to output and result standards
prescribed by Client/Cooperative, and in such manner as will be agreed upon between the COOPERATIVE
and OWNER-MEMBER. In the same manner, the OWNER-MEMBER shall abide by the terms and
conditions stipulated in the “Services Contract/Agreement” with the Cooperative’s Client.
3. For the duration of his assignment at the above work project, the OWNER-MEMBER shall have a drawing
account in accordance with the provisions to be agreed upon by the OWNER-MEMBER and the
COOPERATIVE, to cover his expenses and other costs in connection with or arising from his performance
of the above activities. The drawing account shall be based on the basic drawing unit of services rendered.
A basic drawing shall be valued by its worth to the COOPERATIVE of the sums each member contributes
to the COOPERATIVE. Such amount is in addition to all other income to which he is entitled on account of
or by virtue of his membership in the COOPERATIVE, particularly share in the services surplus, patronage
refunds (based on service revenues) and interest in share capital and other benefits, if available;
4. If the OWNER-MEMBER fails to abide with his above commitment of quality service; or is otherwise
guilty of non-performance of tasks and non-compliance with productivity standards; or performs any act/s
which undermine(s) the accomplishment of the contractual undertaking of the COOPERATIVE with the
Client, or in any way jeopardize(s) the harmonious relationship of the COOPERATIVE with the Client; or
fails to abide by the COOPERATIVE’S Mission, Vision and Core Values, the COOPERATIVE shall
cancel his assignment of the above work project, without prejudice to the cessation of his membership with
the COOPERATIVE, if warranted.
5. The OWNER-MEMBER expressly agrees that it shall not use or disclose to any other person, for the duration of this
Contract and even thereafter, any confidential information regarding the Client’s and the Cooperative’s business plans
and operations, organizational systems and procedures, to which with the OWNER-MEMBER had access in the
performance of the above services. Neither shall the OWNER-MEMBER engage or provide services similar to the
Client’s and/or COOPERATIVE’S business for a period of six (6) months from the date of cessation of his
membership with the Cooperative without clearance and written consent of the
COOPERATIVE.
6. It is understood that should the OWNER-MEMBER become an employee of any Client or Company or
member of any organization/association/group or participates in activities in conflict with the
COOPERATIVE’S Articles, By-laws, Membership Agreement, COOPERATIVE and business objectives,
he shall deemed automatically terminated as a member of the COOPERATIVE.
7. The OWNER-MEMBER reiterates commitment to the PLEDGE, WARRANTY and AUTHORIZATION
stated in the Application for Membership as approved by the Board of Directors and acknowledges that the
same form part of this Membership Agreement and OWNER-MEMBER’S obligations with the
COOPERATIVE;
8. The OWNER-MEMBER shall comply with his obligations contained in the Articles of Cooperation, By-
Laws, rules and regulations, decision of the members in general/representative assembly and those of the
Board of Directors of the COOPERATIVE and obey all applicable policies, rules and regulations of the
Client intended for the maintenance of order and discipline inside its premises. Non-compliance by the
OWNER-MEMBER of said rules and regulations of the Cooperative and/or of the Client shall likewise
prompt the COOPERATIVE to immediately cancel his assignment at the work of project, without prejudice
to the termination of his membership with the COOPERATIVE, if warranted.
9. The OWNER-MEMBER acknowledges that under Section 12 of the Amended By-laws of the Cooperative,
the OWNER-MEMBER must patronize the services/businesses of COOPERATIVE or render services to
the COOPEATIVE or in any of the COOPERATIVE’S contract projects and businesses. Should the
OWNER-MEMBER be unable to render such required services for a period of more than six (6) months,
the same shall be a ground for cessation of membership in the COOPERATIVE. Notice sent to OWNER-
MEMBER on his last known address shall be personal Notice to the OWNER-MEMBER.
10. The OWNER-MEMBER acknowledges that in order for the COOPERATIVE to provide its OWNER-
MEMBERS with sustainable, progressive, diversified and dignified source of livelihood, there is a need to
maintain cost effectiveness, competitive advantage and high productivity. The OWNER-MEMBER
acknowledges and supports the right and authority of the COOPERATIVE to engage the services of
professional managers and consultants and compensate these professionals accordingly, whether in the
form of royalties, management fees, or otherwise.
11. In any case, it is understood that the COOPERATIVE shall be free to recall the assignment of the OWNER-
MEMBER at the project if, at its judgment, the continued detail of the OWNER-MEMBER therein would
prejudice the interests of the COOPERATIVE. It is further understood that the Cooperative may at any time
recall the OWNER-MEMBER’S assignment in case where the Client suffers business reverses or
undergoes cost saving devices or upon the termination of the “Contract for Services/Agreement” between
the Cooperative. The Cooperative shall have the prerogative to reassign recalled OWNER-MEMBERS to
Cooperative’s other contract projects/businesses on the basis of the OWNER-MEMBER’S
professional/technical/skills qualifications. The OWNER-MEMBER may refuse such reassignment and opt
for inactive status subject to provision number 9 of this Agreement.
12. The OWNER-MEMBER acknowledges that as self-employed, he acts as a representative of the
COOPERATIVE in rendering services to the Client, and that said services rendered to the client shall be for
and in behalf of the COOPERATIVE. Hence, nothing in this Agreement shall be construed to create an
employer-employee relationship between the OWNER-MEMBER and the Client to which the OWNER-
MEMBER is assigned and between the OWNER-MEMBER and the COOPERATIVE.
13. In the event an OWNER-MEMBER is recalled from his assignment for any reason whatsoever, or the
“Contract for Services/Agreement” between the COOPERATIVE and the Client is terminated for any
reason, the OWNER-MEMBER shall cease from further rendering services to the Client . Any service
performed for the client beyond the effectivity of the OWNER-MEMBER’S recall or termination of the
“Contract for Services/Agreement” for any reason shall henceforth be for the Client’s sole account and
liability, without prejudice to any disciplinary action against the OWNER-MEMBER under the
COOPERATIVE’S By-Laws and rule and regulations.
14. The OWNER-MEMBER is responsible for complying with the provisions of the Social Security Law and
the National Health Insurance Act of 1995, National Internal Revenue Code, and other applicable laws.
Upon written request by the OWNER-MEMBER and payment of a processing fee to be determined by the
Cooperative, the OWNER-MEMBER may obtain the services of the Cooperative in processing the
requirements and remitting contributions. The Cooperative shall not be liable for any claim/benefit not
received due to failure of the OWNER-MEMBER to submit documents, remit monthly contributions, and
or any acts not attributable to the fault or gross negligence of the Cooperative;
15. The OWNER-MEMBER will be made to undergo seminars and trainings relative to her/his work
the expenses of which will be totally shouldered by the OWNER-MEMBER;
16. That; Termination of Membership may be automatic, voluntary or involuntary, which shall have the effect
of extinguishing all rights of a member in the Cooperative:
A. Automatic Termination of Membership. The death, insanity, permanent incapacity or judicial
declaration by a competent court or the insolvency of a member shall be considered an automatic
termination of his membership in the Cooperative.
B. Voluntary Termination. A member may, for any reason, withdraw his membership from the
Cooperative by giving a sixty (60) days’ notice to the Board Directors. However, no member shall be
allowed to withdraw or terminate his membership during any period in which he has any pending
obligation with the Cooperative.
C. Involuntary Termination. A member may be terminated by a vote of the majority of all members
of the Board of Directors for any of the following causes.
i. Has not patronized the services/businesses of the Cooperative as provided for in the
policies approved by the general assembly;
ii. Has continuous failed to comply with his obligations as provided for in the policies approved
by the general assembly;
iii. Has violated any provision of this By-laws and the policies promulgated by the board of
directors as approved by the general assembly; and
iv. For any act or omission injuries or prejudicial to the interest or the welfare of the Cooperative.
17. The OWNER-MEMBER warrants and hereby undertakes to indemnify and hold the COOPERATIVE free
and harmless from liability for any benefits, claims, actions, liabilities, losses and costs (including legal
fees) incurred by the OWNER-MEMBER as a result of or arising out of any claims made by third parties or
as a result of any transaction with the COOPERATIVE or OWNER-MEMBER arising out of this
Agreement and/or with respect to registration with the Bureau of Internal Revenue, payment of withholding
tax, value added tax, income tax, and other taxes required by the law, payment of business tax and other
local taxes, and/or all acts of the COOPERATIVE, its officers, directors, and representatives that were done
in good faith. Without limiting the generality of the foregoing, the OWNER-MEMBER acknowledges and
agrees that all remittances, taxes, costs and expenses arising out of the foregoing shall be borne and paid by
the OWNER-MEMBER and the OWNER-MEMBER shall indemnify and the hold the COOPERATIVE
harmless from any and all taxes, costs and expenses, including without limitation, any liability in respect to
OWNER-MEMBER’S taxes and remittances. Written notice from the COOPERATIVE to the OWNER-
MEMBER shall constitute conclusive proof as to the amount then due to the COOPERATIVE, and the
COOPERATIVE shall not be required to the exhaust legal remedies against the OWNER-MEMBER, its
successors and assigns or any other party prior to the enforcement of this undertaking.
18. The OWNER-MEMBER finally declares that this Agreement was read, understood and translated in
a language/dialect known to the OWNER-MEMBER.
IN WITNESS WHEREOF, the parties have affixed their signatures this ____ day of
_______________, 20___, at __________________________________________.
KINGS COOPERATIVE OWNER-MEMBER
______________________________________ ______________________________________
SIGNED IN THE PRESENCE OF:
______________________________________ ______________________________________
Acknowledgment
REPUBLIC OF THE PHILIPPINES)
) S.S
BEFORE ME, a Notary Public, personally appeared the following persons:
Name Competent Evidence of Identity
________________________________________ ______________________________________
(For and in behalf of ZCKMJS COOPERATIVE)
________________________________________ ______________________________________
known to me and to me known to be the same persons who executed the foregoing instrument and they
acknowledged to me that the same is their free and voluntary act and deed.
This instrument refers to the AGREEMENT consisting of three (3) pages, including the page
whereon this acknowledgement is written, and which signed by the parties and their instrumental witnesses on
each and every page thereof.
WITNESS MY HAND SEAL this _______ day of _________________, 20___ in
________________________.
Doc. No. ___________;
Page No. ___________;
Book No. ___________;
Series of ___________;
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