CONTRACT OF LEASE

KNOW ALL MEN BY THESE PRESENTS:

This Contract of Lease (“Contract”) made and entered into this _____ day of November 2023 at
______________________, Philippines, by and between:

FILINVEST LAND, INC., a corporation duly organized and existing under and
by virtue of the laws of the Republic of the Philippines, with principal place of
business at the Filinvest Building, No. 79 EDSA, Highway Hills, Mandaluyong
City, Metro Manila and represented by its First Vice-President, RIZALANGELA
L. REYES hereinafter referred to as the “LESSOR”;

-and-

SHAREPRO, INC., a corporation duly organized and existing under and by

virtue of the laws of the Republic of the Philippines, with principal place of
business at Northgate Cyberzone, Filinvest Corporate City, Alabang, Muntinlupa
City, National Capital Region, 1781 and represented by its President and COO,
CARMEN CHERIE B. FERNANDEZ hereinafter referred to as the “LESSEE”;

WITNESSETH: THAT

WHEREAS, the LESSOR is the registered, legal and absolute owner of a warehouse unit
in Ciudad de Calamba – Central Warehouse located at Brgy. Punta, Calamba, Laguna, as well as
the equipment, appliances and fixtures found therein and listed in an inventory which is attached
hereto as ANNEX “A”, hereinafter referred to as the “LEASED PREMISES”;

WHEREAS, the LESSEE desires to rent the LEASED PREMISES, and the LESSOR is
willing to lease the same unto the LESSEE;

NOW THEREFORE, premises considered, the Parties hereby agree as follows:

1. Term of Lease – The term of this lease shall be a for a period of one (1) year commencing
on 01 January 2023 and ending on 31 December 2023. This Contract can be extended upon
mutual agreement of both parties and upon the LESSEE’s notification to the LESSOR, in
writing, no later than sixty (60) days prior to the end of this Contract, of the LESSEE’s
election to extend the term.

2. Rental -
2.1. The Parties herein agree that the monthly rental of the LEASED PREMISES shall be
in the amount of Fifty-Nine Thousand Four Hundred pesos (Php59,400.00), subject
to all applicable taxes, payable every fifteenth (15th) day of the month.
 2.2. The LESEE shall provide the LESSOR the corresponding copies of the withholding
tax certificate (BIR FORM 2307) as a proof of payment of the withholding tax in
favor of the LESSOR on or before the fifth (5 th) day of each month following when
the rental payment becomes due.

2.3. The LESSOR shall provide the LESSEE with corresponding Official Receipts for all
payments received under this Contract.

3. Security Deposit – Upon signing of this Contract, the LESSEE shall pay the LESSOR by
way of security deposit the amount of Fifty-Nine Thousand Four Hundred pesos
(Php59,400.00), equal to one monthly rent. The Security Deposit shall serve as guarantee
for the full and faithful performance of each and every term, provision and condition of
this Contract. The Security Deposit shall not be entitled to earn any interest.

Should the LESSEE fully and faithfully perform every provision of this Contract, the
Security Deposit shall be refunded to the LESSEE without interest after the expiration of
the Lease Period upon the LESSEE’s satisfaction of all obligations to the LESSOR, which
obligations shall include all liabilities for damages to the Leased Premises. In the event this
Contract is pre-terminated by the LESSEE without fault on the part of the LESSOR, or by
the LESSOR on account of the LESSEE’s breach, the Security Deposit shall be forfeited in
the LESSOR’s favor.

In the event that the Security Deposit is insufficient to cover for the damages or any unpaid
bills, the LESSEE shall make the necessary payment to the LESSOR within fifteen (15)
days from written notice by the LESSOR.

4. Advance Rental - Upon signing of this Contract, the LESSEE shall pay the LESSOR by way
of advance rental in the amount of One Hundred Eighteen Thousand Eight Hundred Pesos
(Php118,800.00), equal to two (2) months’ rental, which shall be applied to the period
corresponding to the last two (2) months preceding the expiration or termination of the
Lease.

5. Utilities – All expenses for gas, water, electricity, telephone, internet, cable TV and garbage
collection fees shall be for the account of the LESSEE. The LESSOR shall not in any manner
be responsible for any damage or injury caused by the failure of the utilities to provide
satisfactory services to the Leased Premises.

Association dues, if any shall be for the account of the LESSOR.

6. Residential Purpose – The LEASED PREMISES shall be exclusively used for residential
purpose only of the LESSEE’s bona fide employees. Any use of the LEASED PREMISES
by the LESSEE for any purpose other than residential, without the written consent of the
LESSOR, shall be deemed as a material breach of this Contract.
7. Sublease and Assignment of Rights – The LESSEE shall not assign or transfer his rights
under this Contract or sublease the LEASED PREMISES or any part thereof, without the
written consent of the LESSOR. Any assignment or sublease made by LESSEE shall have no
effect whatsoever and shall be void insofar as the LESSOR is concerned. Subleasing shall
cause the immediate termination of this Contract.

8. Pre-Termination Clause – This is a guaranteed lease for a period of one (1) year. Should
the LESSEE pre-terminate/cancel this Contract of Lease, for convenience, the LESSOR shall
forfeit the remaining unused advance rental and security deposit. The LESSOR is prohibited
from pre-terminating or cancelling this Contract of Lease, for convenience.

9. Improvements – The LESSEE shall not make any major structural changes, alterations or
improvements in the LEASED PREMISES without the written consent of the LESSOR.
However, any such alterations or improvements made or introduced by the LESSEE in the
LEASED PREMISES with the written consent of the LESSOR shall, upon termination of
this Contract, automatically inure to the benefit of the LEASED PREMISES and become
property of the LESSOR without any obligation on the latter’s part to pay or refund its value
or cost to the LESSEE.

10. Maintenance, Sanitation And Repairs – The LESSEE shall at its own expense, keep the
LEASED PREMISES in a clean and sanitary condition. The LESSEE shall not deface any
part of the LEASED PREMISES and any damages to and/or destruction of the LEASED
PREMISES caused through the fault or negligence of the LESSEE or any of its employees
must be immediately repaired at the expense of the LESSEE. The LESSEE shall likewise
keep the equipment, appliances and fixtures, as indicated in ANNEX “A” in good order and
condition. Aircon maintenance, if applicable, shall be done quarterly and shall be for the
account of the LESSOR.

Unless there is gross negligence or willful act on the part of the LESSEE or any of its
employees, the LESSOR shall be responsible for all major repairs, which shall include any
and all repairs amounting to at least Twenty Thousand Pesos (Php20,000.00), as well as any
repairs relating to structure, electrical, and plumbing, regardless of amount.

The LESSEE shall allow the LESSOR to enter the LEASED PREMISES at reasonable times
to make the necessary major repairs.

The LESSEE shall undertake all minor repairs, such as but not limited to repainting, small
fittings, replacing fuses, bulbs and setting right leakage of water taps, door locks etc., and the
repairs which may occur on account of the acts and omissions on the part of the LESSEE,
provided that the LESSOR is notified at least five (5) days before making such repairs. The
LESSOR reserves the right to review the scope and materials that will be done and used for
the repairs. The costs and expenses of such repairs shall be borne by the LESSEE.

11. Fire Hazard and Obnoxious Substance – The LESSEE shall neither keep, deposit, bring in
or store in the LEASED PREMISES any obnoxious substance or inflammable material or
substance that might constitute a fire hazard, except cooking gas, nor install therein any
 equipment or machinery which may be inflammable or possessing explosive nature, or which
may expose the LEASED PREMISES to fire hazard or increase the fire hazard of the
LEASED PREMISES, or any other articles which the LESSOR may reasonably prohibit.

12. Taxes and Insurance – Real Estate Taxes, Government Assessments, and fire insurance of
the LEASED PREMISES shall be for the account of the LESSOR. The LESSEE shall at its
option, be responsible for obtaining insurance for its improvements, merchandise and all
other properties placed within the LEASED PREMISES against fire, lightning and/or other
perils.

13. Inspection of Premises – The LESSOR reserves the right to enter and inspect the LEASED
PREMISES, at reasonable hours of the day, with prior written notice to the LESSEE.

14. Compliance with Laws – The LESSEE agrees to abide by the ordinances and laws relating
to occupancy, as may be applicable.

15. Sale, Tranfer & Mortgage – In the event of sale, transfer, mortgage, or any other
encumbrance on the LEASED PREMISES, the LESSOR warrants the purchaser, mortgagee
or encumbrance holder shall respect all the terms and conditions of this Contract including
the provisions for renewal thereof. In case of breach of this provision on the part of the
LESSOR or the LESSEE is evicted from the LEASED PREMISES by the purchaser,
mortgagee or encumbrance holder before the expiration of the Lease Term, the LESSOR
shall pay the LESSEE by way of liquidated damages the amount equivalent to two (2)
months rental and shall return to the LESSEE all unused rental payments.

16. Documentary Stamp Tax - The Documentary Stamp Tax (“DST”) arising from this
Contract shall be for the sole account of the LESSOR. The LESSOR hereby undertakes and
commits itself to make direct payments to the Bureau of Internal Revenue of any DST that
may be imposed on the execution and/or performance of this Contract.

17. Return of Premises – Upon expiration or termination of this Contract for any reason
whatsoever, the LESSEE shall immediately vacate the LEASED PREMISES and peacefully
surrender possession thereof, including all equipment, appliances, and fixtures, as indicated
in ANNEX “A” hereof, in the same good condition at the commencement of this Contract,
ordinary wear and tear excepted, devoid of all occupants and LESSEE’s effects.

18. Prospective Tenants – Thirty (30) days prior to the expiration of this Contract, the LESSEE
shall allow LESSOR to show the LEASED PREMISES to prospective tenants during said
period, at reasonable hours and upon prior notice to the LESSEE.

19. Breach or Default – Any violation of the terms provided for in this Contract on the part of
the LESSEE or the LESSOR shall be sufficient ground for the termination of this Contract of
Lease by the aggrieved party without prejudice to any claim arising therefrom. However,
before this provision shall take effect, the party guilty of the violation shall be given ten (10)
days to correct or make good the violation except when the provisions of this Contract
 otherwise allows immediate termination and when the breach or default may endanger third
parties or the LEASED PREMISES.

In case of such where breach or default is not remedied despite the lapse of the allowable
time, this Contract shall immediately be terminated upon written notice, without need of any
judicial declaration. If the LESSOR is the party in breach, all unused rental payments and
Security Deposit, shall be returned to the LESSEE. If the LESSEE is the party in breach, all
unusual rental payments and Security Deposit shall be forfeited in favor of the LESSOR.

20. Damage to Premises -

In case of partial destruction of the LEASED PREMISES or any portion thereof by typhoon,
earthquake or any other natural calamities or any event of force majeure, and without the
fault or negligence of the LESSEE or its bona fide employees, the damage shall be repaired
at the expense of the LESSOR. Subject to prior written notice, the LESSOR is hereby
authorized to enter the LEASED PREMISES as the agent of the LESSEE, without being
liable for any prosecution therefore, for the purpose of restoring, rebuilding or replacing the
LEASED PREMISES.

If the LEASED PREMISES is totally destroyed as to make the same untenantable without the
fault or negligence of the LESSEE and/or its bona fide employees, either Party may demand
for the rescission of this Contract and in such case, the Security Deposit, (after deducting the
unpaid bills for utilities, if any) and any unused or unapplied advance rentals shall be
returned or refunded to the LESSEE.

If the damage or destruction is due to the fault or negligence of the LESSEE and/or its
bona fide employees, the LESSEE shall not be relieved from any of its obligations under this
Lease, including the full payment of the rentals due.

21. Amendment of the Contract – Any amendment to this Contract of Lease shall be made in
writing and signed by both parties for such amendment to be effective.

22. Successors, Assigns, Administrations - It is expressly agreed and stipulated by the Parties
that this Contract shall be binding on their heirs, assigns, and representatives.

23. Separability Clause - In case any of the provisions in this Contract shall subsequently be
declared as invalid and unenforceable by a court of competent jurisdiction, all other
provisions not affected thereby shall remain in force and effect between the Parties.
Furthermore, the Parties shall negotiate in good faith and endeavor to replace the invalid or
unenforceable provision with an acceptable replacement, taking into consideration the
intention behind this Contract.

24. Waiver - The failure of the LESSOR to insist upon a strict performance of any of the terms,
conditions and covenants thereof shall not be deemed as relinquishment or waiver of any
rights or remedy that said LESSOR may have, nor shall it be construed as a waiver of a
 subsequent breach or default of the terms and conditions and covenants hereof, which terms
and conditions and covenants shall continue to be in full force and effect. No waiver by the
LESSOR of any right under this contract shall be deemed to have been made unless
expressed in writing and signed by the LESSOR.

25. Venue of Action - The Parties hereto agree that any dispute arising out of this contract shall
be filed in the proper court of Mandaluyong City to the exclusion of all other venues.

26. Complete Agreement - This Contract constitutes and embodies the entire and complete
agreement between the parties and no other terms and conditions, verbal or otherwise, not
herein expressly contained, shall affect, change, modify, be added to or in any manner alter
the provisions herein agreed upon unless such change, modification, addition, or alteration is
expressly stipulated in writing and duly executed, signed by both parties and notarized.

IN WITNESS WHEREOF, the Parties hereby affixed their signatures on this

Contract of Lease this ___________ day of November 2023 at Mandaluyong City,
Philippines.

FILINVEST LAND, INC. SHAREPRO, INC.

Lessor Lessee

By: By:

RIZALANGELA L. REYES CARMEN CHERIE B. FERNANDEZ

First Vice-President President and COO

Signed in the Presence of:

_______________________________ _____________________________
REPUBLIC OF THE PHILIPPINES )
CITY OF _______________________ ) S.S.

ACKNOWLEDGMENT

BEFORE ME, a Notary Public for and in the above jurisdiction, this ___________,
personally appeared the following individuals with their respective competent evidence of
identity bearing their photographs and signature:

Name Government Issued I.D. Date and Place of

Issuance
RIZALANGELA L. REYES
(in her official capacity as First
Vice-President of FILINVEST
LAND, INC.
CARMEN CHERIE B.
FERNANDEZ
(in his official capacity as President
and COO of SHAREPRO, INC.

known to me to be the same persons who executed the foregoing Contract of Lease, consisting of
seven (7) pages including its annex and the page whereon this acknowledgement appears, and
they acknowledged to me that the same is their free and voluntary act and deed as well as that of
the corporations represented herein.

WITNESS MY HAND AND SEAL on the date and at the place first written above.

Doc. No.______;
Page No.______;
Book No._____ ;
Series of 20____.