MEMORANDUM OF UNDERSTANDING

Know All Men By These Presents:

This Memorandum of Understanding, entered this 20 th of May 2024 at the City of Manila
by and between:

NATIONAL UNIVERSITY, INC. (NATIONAL UNIVERSITY PHILIPPINES), a

private educational institution duly organized and existing under Philippine Laws
with principal office at 551 M.F. Jhocson St. Sampaloc, City of Manila,
Philippines, and its group of campuses herein represented by its Vice
President for Corporate Affairs, Rolando T. Averilla, and hereinafter referred
to as “NU.”

-and-

SUNNY DAY 360 MEDIA INC a corporation duly organized and existing under
Philippine Laws with principal office at #100 M. Concepcion Avenue Brgy.
Buting Pasig City, herein represented by its General Manager, Errol Dennis
SM. Palad, and hereinafter referred to as “SD360MI.

NU and SUNNY DAY 360 MEDIA INC shall hereinafter be collectively

referred as “Parties”

WITNESSETH:

WHEREAS, NU, is a dynamic private educational institution, committed to having active

collaborations, providing them Nationalians academic-industry partners that will contribute to
their growth and development.

WHEREAS, SD360MI, desires to accommodate the students of NU various development

programs, in order to provide Nationalians with relevant training, work experience, opportunities,
and other collaborations;

WHEREAS, NU and SUNNY DAY 360 MEDIA INC have agreed to foster a collaboration in
support of the internship and placement programs of NU for its students;

NOW, THEREFORE, for and in consideration of the foregoing premises, the Parties hereto
agree as follows:

I. PURPOSE

This Memorandum of Understanding (“MOU”) sets forth the intention of the Parties to
collaborate and cooperate for the implementation of the internship (“Internship
Program”) and placement (“Placement Programs”) for NU students and alumni to
enable them relevant work experience, training, and opportunities.

II. SCOPE

This MOU sets forth the intentions of the Parties for increased collaboration,
cooperation, and interaction and does not create any legally binding commitments. In
addition:

i. This MOU shall extend and be applicable to ALL NU Campuses

nationwide represented herein by its principal campus stated above.
ii. If the Parties later agree to undertake specific joint projects in the
legally binding obligations, they will develop separate written
agreements for such projects, setting out each Party’s contributions,
deliverables, budgets, etc.

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 iii. Detailed requirements and other specifics of each activity based on
this MOU will be decided and stipulated separately in another written
document upon mutual agreement between both parties.

III. RESPONSIBILITIES OF THE PARTIES

A. RESPONSIBILITIES OF NU

The following are the responsibilities of NU under this MOU:

1. Prioritize the following students from the below degree programs based on
the need and requirements of the Sunny Day 360 Media Inc:

● BS Business Administration major in Financial Management

● BS Business Administration major in Marketing Management

● BS Business Administration major in Human Resource Management

2. Pre-qualify students in accordance with its off-campus or internship program

and submit the list of qualified students and requirements;
3. Provide Sunny Day 360 Media Inc with its specific requirements as stipulated
by their program curriculum including evaluation requirements;
4. Conduct general orientation for qualified students prior to start of internship;
5. NU shall ensure that the students comply with the policies of Sunny Day 360
Media Inc including any data privacy and confidentiality policies;
6. Coordinate with Sunny Day 360 Media Inc matters, updates, and/or
announcements related to internship and placement program and its
participants/students.

B. RESPONSIBILITIES OF SUNNY DAY 360 MEDIA INC

The following are the responsibilities of Sunny Day 360 Media Inc under this
MOU:

1. Provide relevant training and work exposure to the Interns that is consistent
with the program curriculum or specific requirements of NU;
2. Provide, at its option, any equipment or materials that may be necessary for
the conduct of work of the Interns pursuant to the Internship Program;
3. Submit regular monitoring and reports to NU regarding the performance,
attendance, and other relevant metrics;
4. The Sunny Day 360 Media Inc shall establish and maintain a formal
mechanism for interns to lodge complaints. The details of this mechanism,
including contact information for the designated point of contact, shall be
communicated to the interns and NU upon commencement of the internship
program.
5. In the event that a complaint is lodged, the Sunny Day 360 Media Inc shall
promptly and thoroughly investigate the matter. The investigation will be
carried out in a fair, impartial, and confidential manner. Interns involved in the
complaint and witnesses, if any, will be afforded an opportunity to provide
information and statements relevant to the investigation. The Sunny Day 360
Media Inc will take appropriate corrective actions if any violation of policies or
applicable laws is found.
6. Provide relevant updates and coordination with NU regarding its
participants/students.

IV. DURATION

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 The term of this Understanding shall be effective for one (1) year which shall
commence from May 20, 2024 to May 20, 2025, unless the same is earlier
terminated, and may be renewed upon mutual written agreement of both parties.

This Understanding may be terminated by any party at any time and for whatever
reason by providing the other party thirty (30) days prior written notice or upon
mutual written agreement of the Parties.

V. RELATIONSHIP OF THE PARTIES

Nothing herein shall be construed as to constitute the creation of an employer-

employee, franchisor-franchisee, or principal-agent relationship of each other or
between that of each other or between that of Sunny Day 360 Media Inc and the
students.

VI. LIMITATION OF LIABILITY

In no event shall either party be liable to the other party for any consequential,
incidental, indirect, or punitive damages regardless of whether such liability results
from breach of contract, breach of warranties, tort, strict liability, or otherwise.

VII. COSTS

Each party will be responsible for its own costs in connection with all matters relating
to all collaborations under this MOU. Where possible and appropriate, both parties
may also seek funding for relevant collaborations from the institute, or from any
government institution that may be equally interested.

VIII. CONFIDENTIALITY AND GENERAL PROVISIONS

The Parties agree that there is no intention to share any confidential information in
any collaboration under this MOU. For purposes of this Understanding, Confidential
Information shall mean any and/or all information, including, without limitation to
materials, equipment, techniques, formulae, products, trade secrets, construction
and methods of operation which may be made known to, passed on, or otherwise
disclosed by either Party.

i. If either Party wishes to disclose any information obtained under this

agreement, said party must first obtain the written consent of the other party.
ii. It is also understood and agreed that no information will be exchanged or
disseminated under any collaborations pursuant to this MOU.
iii. The Parties may release information about this partnership in any information
or marketing material subject to prior written approval of both parties.
iv. Treatment of intellectual property rights developed through collaborations
under this MOU will be determined between the Parties through mutual
consultation and separate written agreements on a case-by-case basis.
v. The Parties shall not represent each other to be agents or representatives of
each other.
vi. The Parties shall exert their best efforts to properly resolve any differences or
disagreements with respect to any issue that may arise in connection with
this MOU through amicable means as such but not limited to, mutual
consultation and negotiation.

However, in the event that the Parties fail to amicably settle notwithstanding
exerting their best efforts to properly resolve any difference or disagreements
with respect to any issue that may arise in connection with this MOU, and
before any Party may file court action, the Parties shall first resort to voluntary
arbitration in accordance with the Rules on Alternative Dispute Resolution
(ADR), under RA No. 9258 or the Alternative Dispute Resolution Act of 2004.
vii. Any legal actions, suits, or proceedings arising out of or related to this
Memorandum of Understanding shall be filed and conducted exclusively in

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 the courts located within the City of Manila, Philippines to the exclusion of
other courts.

IX. AMENDMENT

The terms and conditions contained herein constitute the entire understanding
between the Parties relating to the subject matter hereof and shall supersede all
previous communications, oral or written, between the Parties with respect to the
subject matters hereof.

IN WITNESS WHEREOF, the Parties have signed this Memorandum of Understanding on the
date and place first above-mentioned.

NATIONAL UNIVERSITY, INC. SUNNY DAY 360 MEDIA INC

(NATIONAL UNIVERSITY PHILIPPINES)

ROLANDO T. AVERILLA ERROL DENNIS SM. PALAD

Vice President for Corporate Affairs General Manager

SIGNED IN THE PRESENCE OF:

DR. ALESSA SHAINNE L. HOSTALERO ERROL DENNIS SM. PALAD

Director, Business Development and General Manager
Linkages Office

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 ACKNOWLEDGMENT

REPUBLIC OF THE PHILIPPINES)

__________________________) S.S

BEFORE ME, a Notary Public in ___________________, Philippines, this

___________________, personally appeared the following:

Name Government-Issued Validity Date

ID Number

ROLANDO T. AVERILLA

Known to me to be the same persons who executed the foregoing instrument who
acknowledged to me that the same is their own free and voluntary act and deed and that of the
corporations represented.

This Memorandum of Understanding, consisting of five (5) pages, including the page where this
Acknowledgment is written, has been duly signed by the parties and their witnesses, as well as
on each page thereof.

WITNESS MY HAND on the date and in the place herein above written.

Notary Public

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