MEMORANDUM OF AGREEMENT

KNOW ALL MEN BY THESE PRESENTS:

This Memorandum of Agreement (“MOA”) is made and executed on _ th day of July 2023 by and between:

Mr./ Ms. of legal age and a resident of

here referred to as (“First Party”);

- and –

Ms. Kristine Resurreccion, single, of legal age, residing at Tuguegarao Echague Isabela to as
(“Second Party”).

(First Party and Second Party each referred to as a “Party” and collectively, the “Parties”).

W I T N E S S E T H: That

WHEREAS Second Party is of legal age and has the capacity to enter into this contract.

WHEREAS (Enter Name), referred to as “First Party” in this MOA, undertakes to solicit, sell,
negotiate, and transact life insurance applications on behalf of the Principal, subject to his/her complying
with all licensing requirements of the Insurance Commission of the Philippines ("Insurance Commission”).

WHEREAS First Party also undertakes to assume agent functions and all other duties and
obligations reasonably required from time to time by the Second Party, including to comply with the terms
and conditions of this MOA;

NOW, THEREFORE, pursuant to the foregoing premises, and in consideration of the mutual
covenants of the Parties set forth herein, the Parties hereby agree as follows:

1. APPOINTMENT. Subject to compliance with all rules and regulations of the Insurance
Commission, First Party hereby agrees to be appointed as an Agent of the Second Party (as the
case may be). With the appointment, First Party commits to comply with his Agent’s Agreement,
the rules and regulations and other issuances which may be issued from time to time and by the
relevant regulators such as the Insurance Commission, Anti-Money Laundering Council(AMLC),
Data Privacy Commission (DPC) and Bureau of Internal Revenue (BIR).

First Party further represents and warrants that it will comply with the terms and conditions
stated in this MOA.
2. CONTRACT PERIOD. This MOA shall start on the date on which it is entered into between the
Parties (as stated above), and shall remain in full force and effect, unless earlier terminated
pursuant to Section 9 (Termination) or by mutual agreement in writing between the parties.

3. FIXED PAYOUT. Second Party shall pay the First Party certain fixed payouts (“Fixed Payouts”) as
follows:
a. Upon delivery by First Party of a fully executed and signed original of this MOA, Second
Party will pay the amount of Five Thousand Pesos (Php 5,000.00) within Fifteen (15)
business daysof its satisfactory receipt of such documents.

b. Upon Second Party receiving approval by the Insurance Commission of the AGENT’S
appointment as agent of FWD and subsequent coding with FWD as its traditional and
variable agent ("Coding"), Second party shall pay to First party a Coding payout
amounting to Five Thousand Pesos.

4. VARIABLE PAYOUT. Pursuant to the terms and conditions of this MOA, First Party is entitled to a
variable payout amounting to Five Thousand Pesos (Php 5,000.00) in addition to the above-
mentioned within thirty days (30), provided that he/ she shall produce at least Sixty Thousand
Pesos (Php 60,000.00) Annual Premium Equivalent (APE).

5. BREACH OF CONTRACT. In case of non-compliance of any of the terms and conditions particularly:

a. Within a year the agent shall produce at least Sixty Thousand Pesos (Php 60,000.00)
AnnualPremium Equivalent (APE);
b. The agent must stay coded for a period of one (1) year.

First party shall pay and return the amount of Ten Thousand Pesos (Php 10,000.00) to Second party
without the needto demand for its payment.

6. FIRST PARTY’S RESPONSIBILITY TO SECOND PARTY. FIRST PARTY shall be responsible:

a. To perform all its obligations and terms and conditions under this MOA;
b. To achieve all targets specified under this MOA; and
c. To pay any and all amounts subject of the variable payout in accordance with the terms
of this MOA.

7. CONFIDENTIALITY. The First Party shall keep the confidentiality of this and not use this document
for any other purpose without the prior written consent of the Second Party.

The First Party acknowledges that in the course of the provision of his/her obligations under this
MOA, he/she shall have access to Confidential Information of Second Party and/or its affiliates.
The First Party agrees that he/she shall not, other than with the prior written consent of Second
Party, either during the term of the MOA or at any time after this MOA terminates, use, copy,
divulge or communicate or procure or allow or permit to be used, copied, divulged or
communicated to any third parties any Confidential Information.

Further, the First Party shall not announce or publicly disclose the terms of this MOA and shall not
announce, without Second Party’s consent, the existence of this MOA.

8. FREE AND HARMLESS CLAUSE. Subject to Confidentiality provision, the First Party shall indemnify
and hold Second Party free and harmless from any and all further claims, damages or liabilities
from whomsoever and of whatever kind and nature in relation to this MOA or their respective
agreements or for cause or causes directly or indirectly arising from any fraud, negligence, bad
 faith and/or willful misconduct in the administration, handling, operation and transactions.

9. TERMINATION. Second Party may terminate this MOA with immediate effect, upon the
occurrenceof any of the following:

a. First Party fails to perform all its obligations and terms and conditions under this MOA.
b. First Party fails to achieve all or any of the targets specified under this MOA.
c. First Party fails to be licensed with the Insurance Commission or fails to receive
authorization to be coded to present and sell FWD products within ninety (90) days from
the signing of this MOA.
d. First Party’s license, permanent or otherwise, was revoked, cancelled, expired or in any
way failed to be renewed for whatever reason.
e. First Party has been included in the IC’s Negative List of Agents.
f. First Party is being investigated, prosecuted, or discovered to be investigated/prosecuted
for any sales misconduct by FWD, any private body or any government agency.
g. First Party is declared a bankrupt, or a liquidator or receiver is appointed to administer
his/her assets.
h. First Party acts in a manner that would, in FWD's sole opinion, cause disrepute to FWD
or tarnish the brand name or reputation of FWD.
i. First Party commits any fraud or is charged with any criminal or civil proceedings.

10. GOVERNING LAW. This MOA shall be governed in all respects according to the laws of The
Philippines without regard to its choice or conflict of law provisions. Any dispute arising out of or
in connection with this MOA, including a dispute as to the validity or existence of this MOA shall
be resolved by arbitration in the Philippines conducted in English by three arbitrators pursuant
to the Rules of Alternative Dispute Resolution (ADR) Act of 2004 then in force. Each Party shall
appoint one arbitrator, and the third arbitrator shall be jointly appointed by the two Party-
appointed arbitrators. If the two Party-appointed arbitrators cannot agree on the appointment
of the third arbitrator, such third arbitrator will be appointed by the Chairman of the Office of
the Alternative Dispute Resolution (OADR).

IN WITNESS WHEREOF, the parties have set his/her hand this day of
.

CONFORME:

KRISTINE RESURRECCION
SECOND PARTY

(ENTER NAME)
FIRST PARTY
 ACKNOWLEDGEMENT
Republic of the Philippines)
City )S.S.

BEFORE ME, a Notary Public of and in Manila, Philippines on this day of ,

2023 personally appeared:

Name ID Presented Date/Place of Issue

KRISTINE RESURECCION Passport - P9178584B 14 Mar 2032 - Manila

Known to me and to me known to be the same persons who executed the foregoing instrument and
acknowledged to me that the same is their free and voluntary act and deed and of the corporation
which each represents.

WITNESS MY HAND AND SEAL on this __day of , 2023 in Metro Manila.

____________________
NOTARY PUBLIC

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