MOA Amendment - Remittance Agent 8.30.2023 - 102015

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Amended MOA No.

AMENDMENT NO. __ TO THE MEMORANDUM OF AGREEMENT

This Amendment No. __ to the Memorandum of Agreement (“Amendment”) made and


executed this _____ day of _____, 20____, by and between: 2. SERVICES – PJLI, by these presents, does hereby appoint the AUTHORIZED
SUB AGENT as its Payments and Money Transfer Servicing station to accept
monies and transaction instructions from PJLI’s clients, on behalf of PJLI and
P. J. Lhuillier, Inc., a corporation duly organized and existing under and by virtue of the to facilitate the servicing of various financial transactions of its clients and the
laws of the Philippines, with office address at 1782 N. Garcia cor. Candelaria Sts., Brgy. clients of its partners. The AUTHORIZED SUB AGENT then undertakes for the
Valenzuela, Makati City, 1208, represented by its Domestic Sales Business Head for South duration of this Agreement to utilize a portion of its store/store for PJLI’s
Luzon Region, Jikiri F. Clerino, hereinafter referred to as “PJLI”; Domestic PeraPadala for sending and pay-out transactions of money
remittances and other services included in this Agreement, as PJLI may
-and- instruct, to the clients of the AUTHORIZED SUB AGENT with the agreed
procedures and service standards. The services include, as specified in this
 _______________________________________ a sole proprietorship/ domestic agreement are as follows:
business entity duly organized and existing under and by virtue of the laws of the
Philippines, with principal address a. Domestic Remittance, Cash Pick-Up (“CPU”) – processing of domestic
at  _____________________________________________________________________ remittance transactions (sending and payout) that will be sent and/or
____________________________________________Philippines, represented herein by paid out to beneficiaries in PJLI branches (Cebuana Lhuillier branches)
its  ___________________________,  ____________________________ hereinafter and the branches of PJLI’s AUTHORIZED SUB-AGENTs as instructed
referred to as “AUTHORIZED SUB-AGENT”; by the AUTHORIZED SUB AGENT.

b. Domestic Remittance Remit-to-Account (“RTA”) – processing of


(PJLI and AUTHORIZEDSUB-AGENTshall individually be referred to as “Party”and domestic remittance transactions that will be deposited in the designated
collectively referred to as the “Parties”) Philippine Peso bank accounts of the beneficiaries as instructed by the
AUTHORIZED SUB AGENT.
WITNESSETH: That
c. International Remittance Payout, Cash Pick-up (“CPU”) – Processing of
WHEREAS, there is an existing Memorandum of Agreement (“Agreement”) cross-border remittance payout transactions sent from PJLI’s
to cover the appointment by PJLI of the AUTHORIZED SUB-AGENT to act as its agent to international remittance partners (through Cebuana Lhuillier Services
offer to the general public various services under the Cebuana Lhuillier brand which Corp.) for beneficiaries in the Philippines.
include, among others, remittance, microinsurance, e-load, bills payment, top-up and
encashment through the Cebuana Lhuillier PeraPadala Remittance System (“CLPPRS”). d. Corporate Payout – Processing of payout transactions to beneficiaries of
PJLI’s Corporate Payout partners such as but not limited to, loan
WHEREAS, the parties agreed to enter into this Amendment No. __ to the disbursements, salaries and wages.
Memorandum of Agreement to amend the terms of the Agreement which shall be
effective upon the execution of this Amendment. e. Collection Service – Acceptance of collections remittances from
representatives of PJLI’s Collection Partners such as but not limited to
NOW, THEREFORE, the parties have agreed as follows: distribution companies. Transacting clients for this service will be called
“collections remitter” in this agreement.
1. DEFINITION OF TERMS
f. Cash-in/ Cash-out (CICO) – Processing of cash-in and cash-out transactions
e-MONEY - A form of electronic money which allows enrolled accountholders from PJLI’s partners such but not limited to electronic wallet companies.
to easily and conveniently perform Cebuana Lhuillier transactions
electronically. g. eLoad – processing of airtime loads from different telecommunications
companies.
e-MONEY ACCOUNTHOLDER - An individual to whom the e-Money
Account is issued and whose name appears on the signed enrollment form or h. Bills Payment Acceptance – acceptance or collection of payments from
agent application form, as may be applicable. PJLI clients and the clients of PJLI’s various biller partners.

CEBUANA LHUILLIER AUTHORIZED SUB-AGENT - Any retail merchant i. Pawn Renewal Payments – processing of payments for renewal of
and/or establishment authorized by PJLI to do Cebuana Lhuillier transactions. pawned items from Cebuana Lhuillier pawning clients.

CEBUANA LHUILLIER PERA PADALA REMITTANCE SYSTEM(CLPPRS) j. Top-up Service – processing of load top-up for various PJLI top up
- A system, accessible via web or app that will be used by the Agent to partners (i.e.Cignal, GSat, etc.)
process Cebuana Lhuillier transactions as well as manage his /her e-Money
account. k. Insurance – processing and sale of Cebuana Lhuillier Insurance Brokers’
Products
THE AGREEMENT. This Agreement governs the relationship between the
Cebuana Lhuillier AUTHORIZED SUB-AGENT (the “AUTHORIZED SUB- 2.1 The Parties anticipate that other financial products and services (“Future
AGENT”) and PJLI. PJLI reserves the right to adjust, modify, amend or Services”) may become available for implementation after the execution of
supplement these terms and conditions as the service may require without this Agreement and that such Future Services, and the terms and
the need of prior notice. The Agreement or any changes thereto shall take conditions related to those Future Services, shall become part of this
effect immediately upon use of the e-Money account and the Cebuana Agreement. PJLI will notify Authorized Sub-Agent in writing at least fifteen
Lhuillier AUTHORIZED SUB-AGENT system. (15) days prior to the commercial launch of such Future Service provided,
however that failure to provide such notice despite reasonable efforts shall
not constitute a breach of this Agreement. Said Future Services shall
e-Money ACCOUNT. The e-Money account, as an e-Money instrument is a become immediately effective fifteen (15) days from receipt of the written
re-loadable cash account. It may only be redeemed at face value and shall notice without the need for additional signed contracts, amendment or
not earn interest or rewards and other similar incentives convertible to cash, addendum to this Agreement.
nor be purchased at a discount. Further, e-Money is not considered a deposit
account, hence, it is not insured with the Philippine Deposit Insurance
2.2 PJLI has the right to hold/ block the availability of certain services to
Corporation (PDIC). It is also subject to an aggregate monthly load limit of
AUTHORIZED SUB-AGENTS for whatever internal or legal reasons if
Two Million Pesos (Php2,000,000.00) unless a higher amount has been
may find.
approved by the Bangko Sentral ng Pilipinas (BSP). All transactions using e-
Money are subject to the rules and regulations of the Bangko Sentral ng
3. PERFORMANCE COMMITMENTS
Pilipinas (BSP) and the Anti-Money Laundering Council (AMLC) and all
parties hereto are mandated to comply with said rules and regulations.

PJLI shall not be liable for any failure by the AUTHORIZED SUB-AGENTs to
avail of Cebuana Lhuillier Services due to the non-submission of the required
information and non-compliance with the accreditation and enrollment 3.1AUTHORIZED SUB-AGENT
process.
1
AUTHORIZED SUB-AGENT shall undertake the following Penalties and/or claims in connection with the non-compliance will be
responsibilities and activities under this Agreement: borne by the AUTHORIZED SUB-AGENT.

a. AUTHORIZED SUB-AGENT shall open an e-Money Account with PJLI h. The AUTHORIZED SUB-AGENT shall retain customer transaction records
to enable it to perform the Cebuana Lhuillier transactions electronically. for the duration of the partnership. With adequate prior notice, PJLI has
The e-Money account shall only be activated after the PIN has been the right to retrieve a copy of these records from the AUTHORIZED SUB-
generated either by the AUTHORIZED SUB-AGENT through the use of AGENT at any given time. AUTHORIZED SUB-AGENT shall keep copies
the PIN pad or automatically by the CLPPRS and sent to the registered of the turned over documents for their file and reference. PJLI shall keep
mobile number of the AUTHORIZED SUB-AGENT. all AUTHORIZED SUB-AGENT application, e-Money and transaction files
in strictest confidence. PJLI may, however, obtain, exchange or release
b. The AUTHORIZED SUB-AGENT can use any android device and/or a information to its associates, affiliates, subsidiaries, officers, employees,
personal computer to access the Cebuana Lhuillier PeraPadala agents, lawyers and other consultants, pre-paid/debit/credit bureaus or
Remittance System (“CLPPRS”). These devices, network connection any such persons as PJLI deems necessary, or as required by law, court
and data requirements that will be needed to access and operate the order, rule or regulation.
CLPPRS shall be on the account of the AUTHORIZED SUB-AGENT.
Hence, PJLI shall not be liable for unsuccessful transactions due to i. The AUTHORIZED SUB-AGENT shall be liable and accountable for all
failure of the AUTHORIZED SUB-AGENT to comply with these funds that may come into its possession and shall hold such funds in trust
requirements. for PJLI. In so holding such funds, the AUTHORIZED SUB-AGENT shall
act only as trustee and shall maintain such funds separate from and not
c. The AUTHORIZED SUB-AGENT shall be responsible for the co-mingle said funds with any of its own funds.
confidentiality and maintenance of his/her access credentials. The
agent shall only use the account and password in this correspondence
if the agent is the identified owner. The agent shall only use the access j. In consideration of the right to offer the services through the e-Money, the
privileges given to him/her for official business only. The agent shall AUTHORIZED SUB-AGENT shall pay an Account Opening fee in the
NOT share his/her account and password with anyone. The agent amount ofPhp 8,000.00. Php 3,000.00 of the opening fee will be credited
shall protect his/her account and password against unauthorized use to the AUTHORIZED SUB-AGENT’s e-Money account as start-up capital.
and disclosure. Therefore, all Cebuana Lhuillier transactions and
activities made in the system are conclusively presumed to be done by k. In case PJLI received a cancellation or amendment instruction on the
the Agent and shall be liable thereof. The Agent has the option to transaction made by the AUTHORIZED SUB-AGENT, a cancellation or
change his/her password from time to time as he/she deems amendment fee in the amount of Php100 shall be charged against the
necessary. In case the access credentials were compromised, the AUTHORIZED SUB-AGENT, to be deducted from the latter’s E-Money
Agent shall immediately inform PJLI through Partner Care of the Account.
incident within twenty-four (24) hours, via telephone/SMS from 9am-
6pm, Monday to Sunday. Cancellation/deactivation of the system 3.2 PJLI
access shall be processed only upon proper authentication of the
phone call. All unauthorized activities and transactions made thru the
PJLI shall undertake the following responsibilities and activities under this
use of the CLPPRS via mobile or web app prior to the reporting of the
Agreement:
incident shall be the liability of the Agent.
a. PJLI shall provide AUTHORIZED SUB-AGENT with a complete training
Each successful transaction shall be evidenced by a system-generated
and/or seminar about Republic Act No. 9160 or the Anti-Money
Reference Number as recorded in the transaction history of the system. The
Laundering Act 2001, as amended by Republic Act No. 9194. All
Reference Number shall be the basis of PJLI in investigating any complaints
expenses in connection with the training/seminar shall be for the account
lodged by the Agent.
of PJLI.
Mobile phones whether bought from Cebuana or owned by the Agent must
b. PJLI may provide, at the AUTHORIZED SUB-AGENT’s expense,
comply with the following:
additional signs, brochures, displays and other merchandising materials
• Device must not be rooted
in the exterior and interior displays as appropriate so as to inform the
• An anti-virus app is installed
public on the availability of the service under this agreement. PJLI agrees
• Device encryption is activated
to acquire all the needed permits for the installation of such materials with
• Device has password protection
the help and assistance of the AUTHORIZED SUB-AGENT.
• Auto lock feature is activated (recommendation is that phone
automatically locks when the screen turns off, if not possible,
c. PJLI reserves the right to charge a dormancy fee in the amount of
lock after 2 minutes of inactivity)
Php______ or not to renew the e-Money Accounts that are inactive or
expired; or cancel/suspend, temporarily or permanently, e-Money
Agent has the sole responsibility on the mobile device and this should not be
Accounts that remain inactive and/or are not loaded over a fixed period of
lent to anyone and should be secured at all times.
time as may be required by PJLI. Any Peso Value remaining in the
account after cancellation and/or expiration shall be processed by PJLI,
d. The AUTHORIZED SUB-AGENT agrees to maintain a minimum Peso
according to the rules set forth by the BSP.
balance of its e-Money account to support the daily operations of
AUTHORIZED SUB-AGENT’s transactions. The AUTHORIZED SUB-
d. PJLI shall have the right to automatically suspend or block the e-Money
AGENT shall ensure that e-Money balanceis kept at feasiblelevel on a
account and/or CLPPRS access of the Agent in the event that PJLI has
daily basis. PJLI shall have the right to refuse the processing of
reason to believe that it may have been used for fraudulent or suspicious
AUTHORIZED SUB-AGENT’s transactions if the e-Money balance is not
transactions or by an unauthorized person. PJLI may but shall not have
enough to cover the transaction. The AUTHORIZED SUB-AGENT can
the obligation to inform the Agent prior to suspending or blocking the
reload Peso value into the e-Money account through PJLI accredited
account pursuant to this Section. The Agent acknowledges the authority
agents, Cebuana Lhuillier branches, e-Money account to account transfer
of PJLI to suspend or block the account and accordingly, the Agent shall
or any other modes of transfer as recommended by PJLI.
hold PJLI free and harmless against any and all consequences of such
suspension or barring, or any loss or damage which the Agent may suffer
e. The AUTHORIZED SUB-AGENT must exercise due diligence in
as a result thereof.Without giving any reason or notice, and without
performing the Cebuana Lhuillier transactions as well as in managing its
prejudice to the other provision hereof, PJLI has the absolute discretion (a)
e-Money account.
to refuse to approve any Cebuana Lhuillier transaction even if there is
sufficient available e-Money balance; (b) to increase or decrease the
f. The AUTHORIZED SUB-AGENT shall report without fail, via email or
transaction and balance limits; and/ or (c) to introduce, amend, vary,
SMS to PJLI, c/o PartnerCare unit, the transactions that are considered to
restrict, terminate or withdraw the benefits, services, facilities and
be suspicious/fraudulent.
privileges with respect to or in connection with the e-Money account
and/or CLPPRS, whether specifically relating to the Agents or generally to
g. The AUTHORIZED SUB-AGENT shall establish and record the identity of
all or specific transacting clients.
its Cebuana Lhuillier remittance clients. This shall be done by asking the
client to accomplish the Agent’s transaction form and to present a valid ID.
For first time clients of the AUTHORIZED SUB-AGENTs, AUTHORIZED
4. COMMISSION FEES- PJLI agrees to pay AUTHORIZED SUB-AGENT a
SUB-AGENTs are required to have the clients accomplish the Customer
commission fee for every valid Cebuana Lhuillier transaction successfully
Information Sheet (CIS) provided by PJLI. The AUTHORIZED SUB-
performed by the AUTHORIZED SUB-AGENT. The amount of the commission
AGENT shall keep the CIS, signed transaction form and a photo of the
fee is attached hereto as Annex “A”.
Cebuana Lhuillier remittance clients’ ID in his file for the duration of the
partnership. Any Fraud and/or AML compliance issue that will not be
resolved because of non-compliance from the side of the AUTHORIZED
SUB-AGENT will be the AUTHORIZED SUB-AGENT’s responsibility.
5. ANTI-MONEY LAUNDERING REQUIREMENTS.
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Agreement immediately and demand payment of damages, if any,
a. Outsourcing of the gathering of “Know your Customer” (“KYC”) without prejudice to said party’s rights or remedies at law or equity.
documents and information- PJLI shall outsource to AUTHORIZED
SUB-AGENT the gathering of minimum information and/or documents d. This Agreement may also be terminated in the event PJLI is not
required to be obtained under the Anti-Money Laundering rules and satisfied, in its sole discretion, with any of theAUTHORIZED SUB-
regulations of the BSP. However, PJLI shall have the ultimate AGENT's policies, procedures, or internal controls (including anti-
responsibility for knowing the customer and for keeping the money laundering measures and compliance with Anti Money
identification documents. For this purpose, AUTHORIZED SUB- Laundering / Anti-Terrorist Laws) or the AUTHORIZED SUB-AGENT's
AGENT warrants that it has a reliable and acceptable customer adherence thereto, or if any other regulatory compliance issues on the
information system and training program. part of the a. AUTHORIZED SUB-AGENT are not resolved or
addressed to PJLI's satisfaction, or any material violation related to
b. AMLA PROCEDURES. The Agent shall be responsible for the AMLCFT rules and guideline.
following Anti-Money Laundering Act (AMLA) implementing guidelines:
e. In case the breach will stem from non-observance of the Anti-Money
CUSTOMER IDENTIFICATION. The Authorized Agent shall establish Laundering Requirements as stated in Section 5 of this agreement,
and record the identity of its Cebuana Lhuillier remittance clients. This PJLI has the right to suspend the AUTHORIZED SUB-AGENT’s
shall be done by asking the client to accomplish the Authorized Agent’s access to the CEBUANA LHUILLIER PERA PADALA REMITTANCE
transaction form and to present a valid ID. The Authorize Agent shall SYSTEM (CLPPRS) or terminate this Agreement immediately and
keep a file of the transaction form and pictures of the ID (digital) for demand payment of damages, if any, without prejudice to said party’s
theduration of the partnership. rights or remedies at law or equity.

ACCEPTABLE IDENTIFICATION CARDS OF CEBUANA LHUILLIER f. Upon termination, the AUTHORIZED SUB-AGENT shall immediately
REMITTANCE CLIENTS. When a Cebuana Lhuillier remittance client remove or permit PJLI to remove all signs, displays or other materials
does a money transfer transaction at a PJLI branch or sub agent containing the PJLI logo.
location, the duly designated employee/s of that branch shall initially
ascertain and verify the identity of such person with at least a minimum g. Thirty (30) days after the effectivity of the termination of this Agreement, if
of one (1) valid photo-bearing identification document accepted and there are any remaining unclaimed balance from the AUTHORIZED SUB-
mandated by the Bangko Sentral ng Pilipinas (BSP) AGENT’s eMoney account, without the need for further written notice, PJLI
will remit the said unclaimed balance to the AUTHORIZED SUB-AGENT
SUSPICIOUS TRANSACTION REPORTING. The Authorized Agent through the CEBUANA LHUILLIER PERA PADALA REMITTANCE
shall report via email or SMS to PJLI c/o Partner Care covered SYSTEM (CLPPRS). The Control number of the said remittance will be sent
transactions under Republic Act No. 9160 or the Anti-Money to the AUTHORIZED SUB-AGENT’s official mobile number via SMS.
Laundering Act 2001, as amended by Republic Act No. 9194 and
transactions that are considered to be suspicious/fraudulent.
8. NOTICES. All notices to be given under this Agreement shall be in writing and
RECORD KEEPING. All identification information and/or documents may be delivered, whether personally or by registered mail, to the address
shall be turned over by the Authorized Agent to PJLI after one (1) year. shown in this Agreement of the Party to whom the notice is given and to the
Authorized Agent shall keep copies of the turned over documents for following:
their file and reference. Authorized Agent shall have the responsibility
of safekeeping the documents gathered provided that the customer If to PJLI: Jikiri F. Clerino
identification documents shall be made available to PJLI or to the
competent authorities within 24-48 hours from the date of the request. Tel No. (02) 759-9888 loc.1527
If PJLI will request for information or details during a client complaint Mobile No. +639273142038
investigation, Authorized Agent is required to acknowledge the request E-mail No. jfclerino@pjlhuillier.com
within 24 hours and provide the information needed within 48 hours. If Fax No. (02) 759-9888 loc.1527
PJLI is being audited by regulatory institutions, information must be
provided within 24 hours. If to AUTHORIZED SUB-AGENT: (State Name of Representative)

c. THIRD PARTY RELIANCE. PJLI, in facilitating the remittance service, Tel No. __________________
shall rely on the customer identification process or gathering of Mobile No. __________________
minimum information and face-to-face contact undertaken by the E-mail No. __________________
AUTHORIZED SUB-AGENT and on the latter’s representation that it Fax No. __________________
has already conducted face-to-face contact with the client. For this
purpose, AUTHORIZED SUB-AGENT shall execute a written sworn 9. AGENT SUPPORT. For transactional, procedural and system
certification, copy of which is attached hereto as Annex stating that: a.) concerns/inquiries, the Agent may email Partner Care at
AUTHORIZED SUB-AGENT has conducted the requisite customer partnercare@pjlhuillier.com. SMS may be sent as well to Partner Care using
identification requirements in accordance with the Anti-Money the CLAA mobile app.
Laundering rules and regulations of the BSP and its own Money
Laundering and Terrorist Financing Prevention Program (MLPP), FOR ANTI-MONEY LAUNDERING (AML) related concerns; the agent may
including the face-to-face contact requirement to establish the email PJLI AML Division at aml@pjlhuillier.com.
existence of the ultimate customer and has in its custody all the
minimum information and/or documents required to be obtained from
CLIENT SUPPORT. The Agent shall provide first level client support and
the customer; and b.) PJLI shall have the ability to obtain identification
assistance at the frontline. Complex client issues or any other concerns that
documents from the AUTHORIZED SUB-AGENT upon request without
cannot be handled at the Agent level should be escalated to Cebuana CARES
delay.
Hotlines via the following:
6. TAXES. National and local taxes incidental to or arising from this Agreement
Phone: (02) 759-9800 / 779-9800 (GLOBELINES)
which the National and/or local governments of the Philippines are authorized SMS: 0917-81CARES (22737)GLOBE / 0918-81CARES (22737) SMART
to impose shall be for the account of the Party from whom said tax is due, Email: cebuanacares@pjlhuillier.com
pursuant to law and government regulations. Address: 5/F Annex 2 PJL Corporate Centre – Annex II 1782 Nicanor Garcia
corner Candelaria Sts. Brgy. Valenzuela, Makati City 1208
7. DURATION AND TERMINATION
10. INTELLECTUAL PROPERTY
a. The term of this Agreement shall be for a period of one (1) year
commencing on the date of execution of this Agreement. The a. PJLI shall be the sole and exclusive owner of any and all data, systems,
Agreement shall be deemed renewed every succeeding year under the programs, deliverables, documentation and works which may be
same terms and conditions, unless a written notice from either Party to created out of or in connection with the Services covered by this
amend the terms hereof or not to renew the same, is received by the Agreement, without material or territorial limitation, including copyright
other Party at least thirty (30) days prior to the intended termination and all intellectual property thereto, worldwide and in perpetuity.
date.
b. AUTHORIZED SUB-AGENT acknowledges that PJLI is the exclusive
b. Either party may terminate this Agreement for any cause or reason by owner of the logos, trademarks and trade names (the “Marks”)
giving at least ONE (1) MONTH prior written notice to the other party. associated with the Cebuana Lhuillier services under this Agreement,
and shall not, now or in the future, contest the validity of such Marks,
c. In case of breach by one party of any warranty, representation, nor use or take any action that would impair the value of, or goodwill
condition or obligation herein, and the breach is not remedied within associated with, such Marks. Unless specifically stated in the
thirty (30) days from written notice, the other party may terminate this Agreement, Authorized Agent shall not use, copy, exploit, transfer,
distribute, market or sell any of the Marks, without the prior written

3
consent of PJLI in each instance. Any violation of this provision shall 2. to use the Personal Data only for the purpose of use as stipulated in
be a ground for the immediate termination of this Agreement without and to fulfil its obligations under the Agreement
prejudice to PJLI’s rights and remedies under law and equity.
3. to ensure that its employees and agents observe the confidentiality of
11. CONFIDENTIALITY. For purposes of this Agreement, “Confidential the Personal Data and will prohibit any unauthorized access, improper
Information” shall mean information, documents and other tangible items, use, duplication, disclosure, destruction of any of the Personal Data in
provided by either Party to the other, in whatever form, whether alone or whole or in part.
compiled, and whether marked as confidential or not, relating to the Party’s
business. The Parties agree that the existence of, and terms and conditions 4. to ensure that its employees and agents have received appropriate
of, this Agreement shall constitute Confidential Information. Notwithstanding training in data protection prior to their access or processing of
the foregoing, Confidential Information does not include information that (i) is Personal Data and have signed a written undertaking that they
or has become publicly known or in the public domain through means other understand and will act in accordance with their responsibilities for
than a violation of this Agreement, (ii) is disclosed by the recipient with the confidentiality under this Agreement.
disclosing Party’s prior written consent, or (iii) is disclosed in response to a
valid order from a court, regulatory agents, or other governmental body or 5. to notify the other party immediately of any unauthorized possession,
any political subdivision thereof, but only to the extent and for the purposes use or disclosure of Personal Data by any person or entity not
stated in such order. At all times during and subsequent to the term of this authorized by this Agreement to have such possession, use or
Agreement until such time as the information ceases to be Confidential knowledge.
Information as set forth in herein, each Party shall take reasonable
precautions to keep and maintain the Confidential Information in strict 6. In fulfilment of its obligations under the respective data privacy laws of
confidence, and each Party shall cause its agents and employees to keep the parties, it shall have such systems in place to ensure:
and maintain such Confidential Information strictly confidential.
a. Full compliance with the data privacy laws of the countries of the
12. ADVERTISEMENT contracting parties.

a. AUTHORIZED SUB-AGENT shall submit for PJLI’s approval all b. In particular, compliance with the security measures that deal
advertising and promotional materials in relation to offering the Service with the security of Personal Data and requires the taking of
or using PJLI’s brands or marks. practical steps to protect data from any loss misuse, modification,
unauthorized or accidental access or disclosure –
b. AUTHORIZED SUB-AGENT shall only use and/or produce advertising
and promotional materials that has been explicitly approved by PJLI. I. to the nature of the Personal Data and the harm that would
result from such loss, misuse, modification, unauthorized or
c. AUTHORIZED SUB-AGENT further agrees to prominently display accidental access or disclosure, alteration or destruction;
company signage and/or branding that PJLI may designate at the II. to the place or location where the Personal Data is stored;
AUTHORIZED SUB-AGENT’s locations in accordance with PJLI’s III. to any security measures incorporated into any equipment in
instructions. which the Personal Data is stored;
IV. to the measures taken for ensuring the reliability, integrity and
d. For special promotions involving changes in the sub agent’s operations competence of personnel having access to the Personal Data;
of service and/or net commission share, PJLI will inform the agent via and
email and/or SMS at least 2 days before the implementation of the V. to the measures taken for ensuring the secure transfer of the
special promotions’ activity. The AUTHORIZED SUB AGENT is Personal Data.
required to participate in such promotional activities.
c. It shall not share Personal Data with any other party without the written
permission of the other party.
13. DATA PRIVACY
d. It shall not sub-contract or engage a third party to process the Personal
A. OBLIGATIONS OF THE PARTY COLLECTING, PROCESSING AND Data without the prior knowledge and written consent of the other party,
SHARING PERSONAL DATA and only after the subcontractor has provided all the necessary
assurance and guarantees that it has adequate administrative, physical,
1. The party collecting, processing and sharing personal data is technical, organizational and procedural security measures to protect
responsible for ensuring that it collected and processed Personal Data the Personal Data.
lawfully and in accordance with the principles of transparency,
legitimate purpose and proportionality. Prior to collecting or sharing of e. It shall delete, destroy or return all Personal Data tothe other party after
Personal Data, it shall be responsible for providing the Data Subject the end of the provision of services relating to the processing: Provided,
with the following information: that this includes deleting or destroying existing copies unless storage
is authorized by the DPA or another law
a. Identity of Personal Information Controller orPersonal
Information Processor that will be given access to the Personal C. DATA BREACH MANAGEMENT AND NOTIFICATION
Data;
b. Purpose of data sharing; 1. The party whobecomes aware of any suspected or actual breach of
c. Categories of Personal Data concerned; Personal Data on its personnel, premises, facilities, system, or
d. Intended recipients or categories of recipients the Personal equipment, shall promptly: (a) notify the other party of the Personal
Data: Data breach; (b) investigate the Personal Data Breach and provide the
e. Existence of the rights of data subjects, including the right to other party with information about the Personal Data breach; and (c)
access and correction, and the right to object; take reasonable steps to mitigate the effects and to minimize any
f. Other information that would sufficiently notify the data subject of damage resulting from the Personal Data breach.
the nature and extent of data sharing and the manner of
processing. 2. Each party shall cooperate with the other in the investigation of any
breach of Personal Data, including any litigation against third parties
2. It shall obtain the Data Subject’s consent prior to the collection, deemed necessary to protect the Personal Data.
processing and sharing of Personal Data, subject to any exemptions
under the respective data privacy laws of the parties. 3. Either party shall, within twenty-four (24) hours from knowledge or
discovery of any suspected or actual breach of Personal Data, send a
3. It warrants and guarantees that it is compliant with the Data Privacy written notification to the Data Protection Officer designated by the
Act and its IRR in relation to the collection of Personal Data and in other party. The written notification shall include:
obtaining the Data Subject’s consent for sharing of Personal Data and
that it has in place appropriate administrative, physical, technical and a. Nature of the Security Breach
organizational security measures to protect Personal Data from I. description of how the security breach occurred and the
security breach. vulnerability of the data processing system that allowed the
security breach;
B. OBLIGATIONS OF THE PARTY TO WHOM DATA IS SHARED II. cause of the security breach;
III. chronology of the events leading up to the security breach;
The party to whom Personal Data is shared agrees and undertakes: IV. approximate number of Data Subjects or records involved; and
V. description of the likely consequences of the security breach.
1. to be bound by the respective data privacy laws of the countries of the
contracting parties. b. Personal Data Possibly Involved
I. description of Personal Data involved; and

4
II. description of other information involved that may be used to 24. CONFORMITY AND AUTHORITY. The Parties acknowledge that prior to
enable identity fraud. having executed this Agreement, it has carefully read the provisions of this
Agreement and has understood them, and it has not relied upon any statement,
c. Measures Taken to Address the Security Breach representation, or warranty made by the other Party or agents other than as
I. description of the measures taken or proposed to be taken to set out herein. The parties likewise warrant that the persons signing in behalf
address the security breach; of each party has full power and authority to bind the Party it represents.
II. actions being taken to secure or recover the Personal Data that
were affected; 25. AMENDMENT.
III. actions performed or proposed to mitigate possible harm or
negative consequences, and limit the damage or distress to a. The execution of this Amendment will effectively terminate the existing
those affected by the security breach; and Memorandum of Agreement between PJLI and the AUTHORIZED
IV. measures being taken to prevent a recurrence of the security SUB-AGENT.
breach. b. In the event of inconsistency or conflict between the rights and
obligations of PJLI and the AUTHORIZED SUB-AGENT under this
d. Additional information that either party may require from the other. Amendment and the Memorandum of Agreement, the provisions of this
Amendment shall control or supersede any inconsistency or conflict.
14. INDEMNIFICATION.AUTHORIZED SUB-AGENT shall indemnify and hold
PJLI, its officers, agents, directors, stockholders and employees free and 26. AUTO-DEBIT ARRANGEMENT. In cases where there are excess funds (i.e.
harmless from and against any and all damages, liabilities, costs and unauthorized transactions such as misposted entries, excess credits due to
expenses, including attorney’s fees, resulting from its breach of the warranties, system errors, etc.) credited by PJLI to the account or wallet of the
representations and obligations contained in this Agreement. AUTHORIZED SUB-AGENT, without need of further notice to the
AUTHORIZED SUB-AGENT, the said excess funds shall be automatically
15. FORCE MAJEURE. Either party shall not be liable to the other in the event debited by PJLI from the account or wallet of the AUTHORIZED SUB-AGENT,
that a party is unable to perform an obligation under this Agreement because For purposes of this Section, the AUTHORIZED SUB-AGENT hereby
of any cause outside of the party’s reasonable control, including acts of God, authorizes PJLI to debit said excess funds from the account or wallet of the
industrial action, default or failure of a third party, failure of equipment or AUTHORIZED SUB-AGENT through the CEBUANA LHUILLIER PERA
transmission difficulties or governmental action or interruption of services. PADALA REMITTANCE SYSTEM (CLPPRS).

16. DISPUTE RESOLUTION.The details in the CLPPRS transaction records are 27. SWORN CERTIFICATION OF AUTHORIZED SUB-AGENT
presumed true and correct unless the AUTHORIZED SUB-AGENT notifies
PJLI, thru Branch and Partner Support unit, in writing or thru email of any a. I am the sole proprietor/one of the registered owners of
disputes or transaction errors thereon within fifteen (15) days from the date of  ________________________________________________, a sole
transaction. If no dispute is reported within the said period, all transactions proprietorship/domestic business entity duly authorized and existing under
details and records are deemed true and correct. Disputed transactions shall and by virtue of the laws of the Republic of the Philippines with principal
only be adjusted once the claim/dispute has been properly processed, address as stated above.
investigated, and proven to be in favor of the Agent. On the other hand, there b. I am a Cebuana Lhuillier Authorize Agent of P.J. Lhuillier, Inc.
shall be no reversals or adjustments for erroneous transactions made by the (“PJLI”).
Agent. c. As an AUTHORIZED SUB-AGENT of PJLI, I will conduct the
Know Your Customer (“KYC”) and Due Diligence requirement under Republic
17. GOVERNING LAW. This Agreement shall be governed by and construed in Act. No. 9160 or the Anti-Money Laundering Act of 2001, as amended by
accordance with the laws of Philippines. In the event of suit arising out of or in Republic Act No. 9194.
accordance with this Agreement, it shall be brought to the proper courts of d. In processing the remittance transactions, I will conduct the
Makati City only. requisite customer identification procedures in accordance with the Anti-
Money Laundering Act and the rules and regulations of the BangkoSentral ng
18. WAIVER. The waiver by either party of a breach of any of the provisions of this Pilipinas, including the face-to-face contact requirement to establish the
Agreement by the other party shall not be construed as a waiver of any existence of the ultimate customer.
succeeding breach of the same or other provisions; nor shall any delay or e. I will comply with the process of keeping the KYC documentation
omission by either party in exercising any right that it may have under this on the required minimum information to be obtained from customers.
Agreement operate as a waiver of any breach or default by the other party. f. I will provide to PJLI customer records, including identification
documents, upon the latter’s request, without undue delay.
19. RELATIONSHIP. This Agreement does not constitute a partnership agreement,
joint venture or agency relationship between the parties. It is specifically
understood that AUTHORIZED SUB-AGENT is an independent contractor and _________________________
that it shall be responsible for and assume all of the obligations to its personnel AUTHORIZED SUB-AGENT
performing services in connection with the Agreement.
28. AFFIDAVIT OF UNDERTAKING OF AUTHORIZED SUB-AGENT
20. PERIODIC REVIEW OF THE OPERATION AND PERFORMANCE. The
parties agree to meet at a place to be mutually agreed upon by them for a. I am the sole proprietor/one of the registered owners
purposes of this Agreement at least every six (6) months during the term of this of  _______________________________________________, a sole
Agreement or any renewal thereof. The parties agree that this is necessary in proprietorship/domestic business entity duly authorized and existing under
order to update or modify existing operational guidelines concerning the and by virtue of the laws of the Republic of the Philippines with principal
Service. address as stated above.
b. I undertake and accept to be an AUTHORIZED SUB-AGENT of
21. ASSIGNMENT. Except as otherwise provided herein, neither this Agreement P.J. Lhuillier, Inc., doing business in the name and style of “Cebuana
nor any interest under it shall be assignable by either Party without the express Lhuillier”.
written consent of the other Party. c. I undertake that as an AUTHORIZED SUB-AGENT of PJLI, I and
my employees will not divulge any confidential information directly or
22. AUDIT.The AUTHORIZED SUB-AGENT expressly authorizes the auditors of indirectly relating to the operation of the Company without its prior written
PJLI, or other competent authority, BSP, or court to provide access to the authorization to any person, company, competitor, etc.
transaction records in its custody in relation to this Agreement. The d. If I violate the foregoing undertaking against PJLI at any given
AUTHORIZED SUB-AGENT shall promptly grant the representatives of the time, PJLI has the right to automatically terminate our Remittance Agency
BSP, the auditors of PJLI, or such other authority or court, the requested Agreement and take appropriate action to protect its interests.
access; provided, that said audit shall be limited only to the documents or e. I undertake that I and my employee/s will complete a seminar
information pertinent to this Agreement including, but not limited to, operations about Republic Act. No. 9160 of the Anti –Money laundering Act of 2001, as
and financial information of the parties. The AUTHORIZED SUB-AGENT shall amended by Republic Act 9194, as scheduled by PJLIin accordance with the
promptly comply with the recommended corrective action in any audit finding. law. Failure on our part to do so would entitle PJLI to outright withdraw and
cancel our Remittance Agency Agreement and I shall cease to be a
23. SEVERABILITY. If any provision of this Agreement is found by any court or remittance Agent on its behalf.
administrative body competent jurisdiction to be invalid or unenforceable, the
invalidity or unenforceability of such provision shall not affect the other
provisions of this Agreement, and all provisions not affected by such invalidity  _________________________
or unenforceability shall remain in full force and effect. The parties agree to AUTHORIZED SUB-AGENT
attempt to substitute for any invalid or unenforceable provision a valid or
enforceable provision which achieves to the greatest extent possible the
economic objectives of the invalid or unenforceable provision, but in the
absence of the agreement within thirty (30) days after commencing
negotiations, either party shall be entitled to terminate this Agreement by
seven (7) days written notice to the other.

5
IN WITNESS WHEREOF, the parties hereunto set their hands on the date and at the place first above written.

AUTHORIZED SUB-AGENT P.J. LHUILLIER, INC.

By: By:

__________________________ ____________________________
Jikiri F. Clerino

Signed in the presence of:

___________________________ _________________________
Jason L. Abrera

ACKNOWLEDGMENT

REPUBLIC OF THE PHILIPPINES)


____________________________) S.S

In the City of ______________, Philippines on this _______ day of _________, ___________ personally appeared the following
persons:

NAME GOVERNMENT ISSUED ID DATE / PLACE ISSUED

Jikiri F. Clerino UMID CRN -0004-1205815-8 ______________________

_____________________ ______________________ ______________________

known to me and to me known to be the same persons who executed the foregoing Agreement and they acknowledge to me that the same is their
own free and voluntary act and deed as well as that of the corporation they represent.

IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal at the place and on the date first above written.

Doc. No.: _______;


Page No.: _______;
Book No.:_______;
Series of 20____.

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Annex A – Commission Fees

The Commission Fees shall be as follows:

Domestic Remittance -Sending 40% of PJLI’s Revenue Per Transaction


Domestic Remittance -Payout 40% of PJLI’s Revenue Per Transaction
Domestic Remit to Account 40% of PJLI’s Revenue Per Transaction
Corporate Payout 40% of PJLI’s Revenue Per Transaction
Collection Service 40% of PJLI’s Revenue Per Transaction
Cash in and Cash Out (CICO) 40% of PJLI’s Revenue Per Transaction
eLoad 3% of Principal Amount Per Transaction
Bills Pay – with PJLI’s Revenue per transaction of above Php 5.00 per successful transaction processed
PHP10.00
Bills Pay – with PJLI’s Revenue per transaction of 30% of PJLI’s Revenue per transaction processed
PHP10.00 and below
Pawn Renewal Payment 30% of PJLI’s Revenue Per Transaction
Top-up Service 30% of PJLI’s Revenue Per Transaction
Cebuana Lhuillier Insurance Brokers’ MyCare Accident PHP 3.00 Per Cert. of Cover Sold
Insurance

Effective September 15, 2023 or upon written notice by PJLI’S to the Authorized Sub-Agent whichever comes later,
the Commission Fees shall be as follows:

Domestic Remittance -Sending 40% of PJLI’s Net Revenue Per Transaction


Domestic Remittance -Payout 40% of PJLI’s Net Revenue Per Transaction
Domestic Remit to Account 40% of PJLI’s Net Revenue Per Transaction
International Remittance Payout Php 20.00 Fixed Commission Per Transaction
Corporate Payout 40% of PJLI’s Net Revenue Per Transaction
Collection Service 40% of PJLI’s Net Revenue Per Transaction
Cash in and Cash Out (CICO) 40% of PJLI’s Net Revenue Per Transaction
eLoad 3% of Principal Amount Per Transaction
Bills Pay – with PJLI’s Revenue per transaction of above Php 5.00 per successful transaction processed
PHP10.00
Bills Pay – with PJLI’s Revenue per transaction of 30% of PJLI’s Revenue per transaction processed
PHP10.00 and below
Pawn Renewal Payment 40% of PJLI’s Net Revenue Per Transaction
Top-up Service 40% of PJLI’s Net Revenue Per Transaction
Cebuana Lhuillier Insurance Brokers’ MyCare Accident PHP 3.00 Per Cert. of Cover Sold
Insurance

NOTES:
 PJLI management reserves the right to adjust the commission fees as it deems necessary for the business.

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