Sample Contracts
Sample Contracts
Sample Contracts
SAMPLE
CONTRACTS
(LAW 1)
Submitted to:
Submitted by:
I. CONTRACT OF LOAN 3
II. CONRACT OF LEASE 6
III. DEED OF ABSOLUTE SALE( REAL PROPERTY) 9
IV. DEED OF ABSOLUTE SALE( MOTOR VEHICLE) 11
V. DEED OF DONATION 13
VI. REAL ESTATE MORTGAGE 14
VII. CHATTEL MORTGAGE 15
VIII. CONTRACT OF ANTICHRESIS 17
IX. SPECIAL POWER OF ATTORNEY 18
X. GENERAL POWER OF ATTORNEY 19
XI. CONTRACT OF DEPOSIT 20
XII. COMPROMISE AGREEMENT INV. CRMINAL CASE 21
XIII. COMPROMISE AGREEMENT IN ANY CIVIL CASE 26
XIV. ARTICLES OF INCORPORATION 29
XV. AGREEMENT OF PARTNERSHIP 34
2
LOAN AGREEMENT
ACKNOWLEDGEMENT OF DEBT
Pedro Calunsad
(“The Lender”)
And
Juan Tamad
(“The Borrower”)
1. Amount of loan
The Lender hereby agrees to lend the sum of Php 100,000. 00 to the Borrower on the terms set out
hereunder.
It is agreed between the parties that payment of the loan amount will not be made to the Borrower
before the expiry of three business days after the conclusion of the contract. During the said period of
three business days the Borrower may terminate the contract at will. It is further agreed that the
Lender shall not be entitled to interest for the period preceding the date upon which the money is
paid to the Borrower.
3. Period of loan
This loan shall endure for a period of (12) months calculated from (date).
(In order to claim exemption from the Usury Act 73 of 1968 this number may not exceed 36 months).
4. Interest
The Borrower shall be obliged to pay interest at the rate of 8% per annum, such interest to be paid
together with the capital sum of the loan at the end of the loan period.
Or
The Borrower shall be obliged to pay interest at the rate of 8 %per annum, the interest and capital to
be paid in equal monthly installments of Php 9,000.00
The Borrower expressly renounces the benefits of the exceptio non numeratae pecuniae and confirms
that he understands the meaning of this exception and the effect of its renunciation.
If repayment is made by way of monthly installments all payments must be made by the Borrower on
or before the third business day of every month at Barangay Hall in Pagdaraoan, San Fernando, La
Union (address of payment) or such other address as the Lender may at a later stage advise in
writing.
7. Acceleration clause
If the Borrower fails to pay any installment on due date the Lender shall be entitled but not obliged to
claim the full balance of the loan together with interest up to the date of payment.
3
8. Waiver
No relaxation by the Lender of enforcing the acceleration clause at any stage shall amount to waiver
of the Lender’s rights in terms of that clause.
9. Prepayment by Borrower
The Borrower shall be entitled to pay larger installments than prescribed or the full balance of capital
and interest at any time prior to the prescribed dates of payment. In any such event interest shall be
calculated up to the date of payment.
If the Borrower fails to make payment of any installment on due date and the Lender decides to
enforce the acceleration clause, he shall first give written notice to the Borrower calling upon him or
her to make payment within (number) days, failing which the Lender shall be entitled to claim
payment of whatever is due in terms of this agreement by way of summons.
11. Insolvency
The full balance of the capital and interest shall become payable immediately upon sequestration of
the Borrower’s estate.
12. Security
This agreement is subject to the suspensive condition that the Borrower’s obligations are secured by
a surety who binds himself validly as surety and co-principal debtor.
The parties confirm that this contract contains the full terms of their agreement and that no addition to
or variation of the contract shall be of any force and e-ect unless done in writing and signed by both
parties.
The parties choose as their domicilium citandi et executandi the following addresses:
15 Costs
The Borrower shall be liable for the costs, if any, in respect of the drafting and execution of this
contact.
Thus done and signed at City of San Fernando, La Union (place) on this January 12, 2015 (day, month,
year)
4
Witnesses:
1. Leila Osoteo
Thus done and signed at City of San Fernando, La Union (place) on this
Witnesses:
1. Macoy Domingo
2. John Sabado
5
LEASE CONTRACT
This CONTRACT OF LEASE is made and executed at the City of San Fernando, this day of
February 28, 2013, by and between:
Joan Mari Castro, of legal age, single/married to Jeremy Castro, Filipino, and with
residence and postal address at #164 Sta. Catalina Street, Nagsaraboan, Bacnotan, La Union,
hereinafter referred to as the LESSOR.
-AND-
Jana Stefan Tapon, Filipino and with residence and postal address at #4, Guerrero
Street, Raois, Bacnotan, La Union, hereinafter referred to as the LESSEE.
WITNESSETH; That
WHEREAS, the LESSOR is the owner of THE LEASED PREMISES, a residential property
situated at #5, Sta. Catalina Street, Nagsaraboan, Bacnotan, La Union;
WHEREAS, the LESSOR agrees to lease-out the property to the LESSEE and the LESSEE is
willing to lease the same;
1. PURPOSES: That premises hereby leased shall be used exclusively by the LESSEE for
residential purposes only and shall not be diverted to other uses. It is hereby expressly
agreed that if at any time the premises are used for other purposes, the LESSOR shall have
the right to rescind this contract without prejudice to its other rights under the law.
2. TERM: This term of lease is for ONE (1) YEAR. from April 1, 2013 to April 1, 2014
inclusive. Upon its expiration, this lease may be renewed under such terms and conditions
as my be mutually agreed upon by both parties, written notice of intention to renew the
lease shall be served to the LESSOR not later than seven (7) days prior to the expiry date of
the period herein agreed upon.
3. RENTAL RATE: The monthly rental rate for the leased premises shall be in PESOS:
Seven thousand and five hundred pesos (P 7,500.00), Philippine Currency. All rental
payments shall be payable to the LESSOR.
4. DEPOSIT: That the LESSEE shall deposit to the LESSOR upon signing of this contract and
prior to move-in an amount equivalent to the rent for THREE (3) MONTHS or the sum
of PESOS: Twenty two thousand and five hundred pesos (P 22,500.00), Philippine
Currency. wherein the two (2) months deposit shall be applied as rent for the 11th and
12th months and the remaining one (1) month deposit shall answer partially for damages
and any other obligations, for utilities such as Water, Electricity, CATV, Telephone,
Association Dues or resulting from violation(s) of any of the provision of this contract.
5. DEFAULT PAYMENT: In case of default by the LESSEE in the payment of the rent, such
as when the checks are dishonored, the LESSOR at its option may terminate this contract
and eject the LESSEE. The LESSOR has the right to padlock the premises when the LESSEE is
in default of payment for One (1) month and may forfeit whatever rental deposit or advances
have been given by the LESSEE.
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6. SUB-LEASE: The LESSEE shall not directly or indirectly sublet, allow or permit the
leased premises to be occupied in whole or in part by any person, form or corporation,
neither shall the LESSEE assign its rights hereunder to any other person or entity and no
right of interest thereto or therein shall be conferred on or vested in anyone by the LESSEE
without the LESSOR'S written approval.
7. PUBLIC UTILITIES: The LESSEE shall pay for its telephone, electric, cable TV, water,
Internet, association dues and other public services and utilities during the duration of the
lease.
8. FORCE MAJEURE: If whole or any part of the leased premises shall be destroyed or
damaged by fire, flood, lightning, typhoon, earthquake, storm, riot or any other unforeseen
disabling cause of acts of God, as to render the leased premises during the term
substantially unfit for use and occupation of the LESSEE, then this lease contract may be
terminated without compensation by the LESSOR or by the LESSEE by notice in writing to the
other.
9. LESSOR'S RIGHT OF ENTRY: The LESSOR or its authorized agent shall after giving due
notice to the LESSEE shall have the right to enter the premises in the presence of the LESSEE
or its representative at any reasonable hour to examine the same or make repairs therein or
for the operation and maintenance of the building or to exhibit the leased premises to
prospective LESSEE, or for any other lawful purposes which it may deem necessary.
10. EXPIRATION OF LEASE: At the expiration of the term of this lease or cancellation
thereof, as herein provided, the LESSEE will promptly deliver to the LESSOR the leased
premises with all corresponding keys and in as good and tenable condition as the same is
now, ordinary wear and tear expected devoid of all occupants, movable furniture, articles
and effects of any kind. Non-compliance with the terms of this clause by the LESSEE will give
the LESSOR the right, at the latter's option, to refuse to accept the delivery of the premises
and compel the LESSEE to pay rent therefrom at the same rate plus Twenty Five (25) %
thereof as penalty until the LESSEE shall have complied with the terms hereof. The same
penalty shall be imposed in case the LESSEE fails to leave the premises after the expiration
of this Contract of Lease or termination for any reason whatsoever.
11. JUDICIAL RELIEF: Should any one of the parties herein be compelled to seek judicial
relief against the other, the losing party shall pay an amount of One Hundred (100) % of the
amount clamed in the complaint as attorney's fees which shall in no case be less than
P50,000.00 pesos in addition to other cost and damages which the said party may be entitled
to under the law.
12. This CONTRACT OF LEASE shall be valid and binding between the parties, their
successors-in-interest and assigns.
IN WITNESS WHEREOF, parties herein affixed their signatures on the date and place
above written.
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ACKNOWLEDGEMENT
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.
This instrument consisting of (3) page/s, including the page on which this acknowledgement
is written, has been signed on each and every page thereof by the concerned parties and
their witnesses, and and sealed with my notarial seal.
WITNESS MY HAND AND SEAL, on the date and place first above written.
Notary Public
Doc. No.______;
Book No.______;
Series of 20___.
8
DEED OF ABSOLUTE SALE
This DEED OF ABSOLUTE SALE is made, executed and entered into by:
Pearl De Leon, of legal age, single/married to Mike De Leon, Filipino, and with
residence and postal address at #5, Sta. Catalina Street, Nagsaraboan, Bacnotan, La
Union, hereinafter referred to as the SELLER
-AND-
Leila Zambrano , Filipino and with residence and postal address at #8, Guerrero
Avenue Street, Nagsaraboan, Bacnotan, La Union hereinafter referred to as the BUYER.
WITNESSETH;
WHEREAS, the SELLER is the registered owner of a parcel of land with improvements
located at Barangay of San Donisio, Municipal of Paranaque, Province of Rizal, Island of
Luzon and covered by Transfer Certificate of Title No. 004-2011033 containing a total area of
Five hundred (500) SQUARE METERS, more or less, and more particularly described as
follows:
A PARCEL OF LAND (Lot 20 Blk 54 of consolidation subdivision plan (LRC) Pcs-13265, being
a portion of the consolidation of Lots 4751-A and 4751-B (LRC) Psd-50533, Lot 3, Psd-100703,
Lot 1, Psd-150980, LRC Rec. Nos. Nos. N-27024, 51768, 89632, N-11782, N-13466, and 21071
situated in the Bo. Of San Donisio, Municipal of Paranaque, Province of Rizal, Is. of Luzon.
Bounded on NE., point 4 to 1 by Road Lot 22, on...to the point of beginning; containing an
area of (500) square meters more or less.
WHEREAS, the BUYER has offered to buy and the SELLER has agreed to sell the above
mentioned property for the amount of Two million pesos (P 2,000,000.00) Philippine
Currency;
NOW THEREFORE, for and in consideration of the sum of Five hundred thousand pesos
(P 500,000.00) Philippine Currency, hand paid by the vendee to the vendor, the SELLER DO
HEREBY SELL, TRANSFER, and CONVEY by way of Absolute Sale unto the said BUYER, his
heirs and assigns, the certain parcel of land together with all the improvements found
thereon, free from all liens and encumbrances of whatever nature including real
estate taxes as of the date of this sale.
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ACKNOWLEDGMENT
BEFORE ME, a Notary Public for and in the Municipality of Rizal, this June 13,
2013 personally appeared:
Known to me and to me known to be the same persons who executed the foregoing
instrument and acknowledged to me that the same are their free act and voluntary deed.
This instrument, consisting of (2) pages, including the page on which this acknowledgment
is written, has been signed on the left margin of each and every page thereof by the
concerned parties and their witnesses, and sealed with my notarial seal.
Notary Public
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DEED OF SALE OF MOTOR VEHICLE
That I, Pedro Castanas, Filipino, of legal age, a resident of Barangay Y, Quezon City is
the lawful owner of a certain motor vehicle which is more particularly described as follows:
That for and in consideration of the sum of Five hundred thousand pesos (P
500,000.00) PESOS, Philippine Currency, receipt whereof is hereby acknowledged to my
entire satisfaction, I hereby sell, transfer and convey by way of Absolute Sale unto Juan de
la Cruz, Filipino, of legal age, and resident of Barangay X, Quezon City, the above
described motor vehicle, free from all liens and encumbrances.
IN WITNESS WHEREOF, we have hereunto affixed our hands this 24 day of January
2013 at Quezon City Hall.
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ACKNOWLEDGEMENT
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.
WITNESS MY HAND AND SEAL, on the date and place first above written.
Notary Public
Doc. No.______;
Book No.______;
Series of 20___.
12
13
14
DEED OF CHATTEL MORTGAGE
That I, JUAN DELA CRUZ, of legal age, married and resident of 9000 HormigaStreet,
Makati City, for and in consideration of the loan of FIVE HUNDRED THOUSAND PESOS
(P500,000.00), granted to me by PEDRO DELOS SANTOS, also of legal age, married and
resident of 800 Theresa Street, Makati City, to be paid one (1) year from date hereof, have
transferred and conveyed by way of chattel mortgage unto said PEDRO DELOS SANTOS,
his heirs, successors and assigns, free from all liens and encumbrances that certain motor
vehicle, presently in my possession, more particularly described as:
of which I am the true and absolute owner by title thereto, being evidenced by Registration
Certificate of Motor Vehicle No. 1122 issued in my name by the Land Transportation Office
on July 6, 2011.
This chattel mortgage has been executed in order to secure the full and faithful
payment of my obligation to PEDRO DELOS SANTOS in accordance with the terms and
conditions of this instrument. Upon payment, this contract shall become null and void;
otherwise, it shall continue in full force and effect and may be foreclosed in accordance with
law.
IN WITNESSS WHEREOF, I have hereunto signed this deed of chattel mortgage, this
5th day of May 2013 at Makati City, Philippines.
Mortgagor’s wife
We, the undersigned MORTGAGOR and MORTGAGEE, severally swear that the
foregoing chattel mortgage is made and executed for the purpose of securing the obligation
specified therein, and for no other purpose, and that the same is a just and valid obligation,
and one not entered into for the purposes of fraud.
Mortgagor Mortgagee
Witness Witness
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ACKNOWLEDGMENT
BEFORE ME, a Notary Public, for and in the City of Makati, this 25th day of June 2013
personally appeared:
all known to me to be the same persons who executed the foregoing instrument
and hereby acknowledged to me that the same is their free and voluntary act and deed.
This instrument consisting of two (2) pages, including this page on which this
acknowledgment is written refers to a DEED OF CHATTEL MORTGAGE and has been signed
by the parties and their witnesses and sealed with my notarial seal.
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CONTRACT OF ANTICHRESIS
This ANTICHRESIS CONTRACT is made and executed at the City of San Fernando, Province
of La Union, this day of December 24, 2014, by and between:
Francis Fontanilla, of legal age, single, Filipino, and with residence and postal address at
Ancheta Street, Catbangen, San Fernando, La Union, hereinafter referred to as the DEBTOR.
-AND-
Carina Nisperos of legal age and with residence and postal address at Poro point, San
Fernando, La Union, hereinafter referred to as the CREDITOR.
WITNESSETH; That
WHEREAS, the DEBTORS is the owner of a residential property situated at Poro, San
Fernando, La Union;
WHEREAS, the CREDITOR acquires the right to receive the fruits of this property of his
debtor, with the obligation to apply them to the payment of the interest, if owing, and
thereafter to the principal of his credit
NOW THEREFORE, for and in consideration of the foregoing premises, the DEBTOR and
CREDITOR hereby accepts this arrangement subject to the following:
PRINCIPAL: Below are the PRINCIPAL amount owed by debtor to the corresponding creditor
respectively,
CREDITORS RIGHT OF ENTRY OR ABODE: The CREDITOR has the right of entry or to live in
this property with or without consent of the DEBTOR unless CREDITOR has been fully paid
by the DEBTOR.
CONTRACT CHANGES OR EXPIRY: The stipulations of this contract shall only expire or be
changed upon mutual written agreement of both contracting parties.
This contract of Antichresis shall be valid and binding between the parties, their successors-
in-interest, and assigns.
IN WITNESS WHEREOF, parties herein affixed their signatures on the date and place above
written.
17
18
GENERAL POWER OF ATTORNEY
That I, JOHN DOE, of legal age, single/married and a resident of 1111 Portofino,
Alabang, do hereby appoint, name and constitute JANE DOE, of legal age, single/married
and a resident of 111 Ayala Land, Alabang, to be my true and lawful attorney-in-fact, to
manage and conduct all my affairs, and for that purpose in my name and on my behalf to do
and executed all or any of the following acts, deeds and things, to wit:
(enumerate all acts and things the attorney-in-fact envisions for him to perform)
In general, to do all other acts, deeds, matters and things whatsoever in or about my
estate, property and affairs, or to concur with persons jointly interested with my self therein
doing all acts, deeds, matters and things herein, either particularly or generally described,
as fully and effectually to all intents and purposes as I could do in my own proper person if
personally present.
HEREBY GIVING AND GRANTING unto my said attorney full power and authority
whatsoever requisite or necessary or proper to be done in or about the premises, as fully to
all intents and purposes as I might or could lawfully do if personally present, (with power of
substitution and revocation), and hereby ratifying and confirming all that my said attorney
shall do or cause to be done under and by virtue of these presents.
Signature of Principal
Specimen Signature
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DEPOSIT AGREEMENT
by and among
AND
CITIBANK, N.A.,
as Depositary,
AND
DEPOSIT AGREEMENT
W I T N E S S E T H T H A T:
WHEREAS, the Company desires to establish with the Depositary an ADR facility to
provide for the deposit of the Shares (as hereinafter defined) and the creation of American
Depositary Shares representing the Shares so deposited; and
WHEREAS, the Depositary is willing to act as the Depositary for such ADR facility upon
the terms set forth in the Deposit Agreement (as hereinafter defined); and
WHEREAS, any American Depositary Receipts issued pursuant to the terms of the Deposit
Agreement are to be substantially in the form of Exhibit Aattached hereto, with appropriate
insertions, modifications and omissions, as hereinafter provided in the Deposit Agreement;
and
WHEREAS, the Board of Directors of the Company (or an authorized committee thereof)
has duly approved the establishment of an ADR facility upon the terms set forth in the
Deposit Agreement, the execution and delivery of the Deposit Agreement on behalf of the
Company, and the actions of the Company and the transactions contemplated herein.
20
THIRD DIVISION
x------------------------------------------------------------------------------------x
RESOLUTION
NACHURA, J.:
For our consideration is a Manifestation[1] dated June 27, 2009, informing the Court
that the parties have already executed a Compromise Agreement [2] dated March 17, 2009
copy atttached, and seeking the dismissal of this case. The Compromise Agreement is as
follows:
COMPROMISE AGREEMENT
1. That they now wish to put an end to the following legal cases now
pending before the various courts and forum, namely:
(b) Civil Case No. 1304 (Unlawful Detainer) judgment of which had
been affirmed by the Honorable Court of Appeals in CA-G.R. No. 98694 and
by the Honorable Supreme Court in G.R. No. 185254.
(c) Special Proceedings No. 431 (Settlement of estate of the late Ronald
O. Raola) pending before RTC, Branch 13, Ligao City.
(d) Criminal Case No. 5500 (Estafa) now pending before RTC, Branch
13, Ligao City.
(e) Appeal before the Department of Justice (with pending motion for
reconsideration) I.S. No. 13-06.
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(f) Petition before the Supreme Court in G.R. No. 185095 entitled Ma.
Susan L. Raola, et al. vs. Sps. Fernando and Ma. Concepcion Raola.
(g) And all other cases necessarily connected with or arising from the
various causes of action between and among the parties to these cases. For
this purpose and to this end, parties agree to submit copies of this agreement
to the various courts, government agencies and forum before which the said
actions/proceedings are pending so that the corresponding orders of
dismissal may already be promulgated and issued.
2. That Lot No. 759-B, covered by TCT No. 129660 of the Register of
Deeds of Ligao City and presently registered in the exclusive names of the
spouses FERNANDO & MA. CONCEPCION M. RAOLA, shall be divided into
two, which shall be apportioned as follows: a portion of Lot. 759-B, with an
area of 35,109 square meters (including all improvements and structures
thereon found) shall remain to be the property of and titled to the spouses
FERNANDO & MA. CONCEPCION M. RAOLA, while the property with an area
of 34,153 square meters, including the structures thereon found and
improvements existing thereon shall be ceded to DIOKLAN L. RAOLA and
ROSETTE L. RAOLA, as specified in the provisional sketch plan herewith
attached to become [an] integral part hereof; provided that, within 30 days
from the approval of this Compromise Agreement, a duly licensed geodetic
engineer shall relocate Lot 759-B and prepare a subdivision plan and have the
same approved by the Lands Management Bureau of the DENR which shall be
the basis for the division and issuance of separate certificates of title over the
same property. Expenses to be incurred for this shall be for the account of the
spouses Fernando & Ma. Concepcion M. Raola.
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6. The steel bars found at the gestating and farrowing building shall be taken
therefrom without danger to the buildings structures and be given to MA.
SUSAN, DIOKLAN & ROSETTE, all surnamed RAOLA.
7. The four (4) residential lots in Legazpi City (covered by TCT Nos.
55015, 35205, 56211, and 56210) and which are all now in the names of
DIOKLAN L. RAOLA, ROSETTE L. RAOLA, RAY RAOLA and RACHEL RAOLA
shall be respected and any and all interested persons hereby waive and quit
any and all claims as against these four aforenamed registered owners.
12. The parties hereby waive all claims and counterclaim they may
have as against each other, whether present, real or inchoate, and vow to
abide by the terms and conditions herein stated and agreed upon. It is the
essence of this agreement that the parties endeavor to maintain and bring
back the good familial relations between and among them; to this end, the
parties shall not file any action or proceedings as against each other rooted
upon or connected with the issues raised in the enumerated cases in
paragraph 1 hereof.
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Assisted by:
(signed) (signed)
Atty. JOSE VICENTE D. FERNANDEZ Atty. RAMIRO BORRES, JR.
(signed) (signed)
FERNANDO O. RAOLA MA. CONCEPCION M. RAOLA
Defendant Defendant
Assisted by:
(signed)
AVELINO V. SALES, JR.
For Himself and as counsel for the spouses
(signed)
ROSITA R. MILANTE
Defendant
(signed)
Atty. AILEEN ZAMORA
For Herself and as counsel of Ms. Milante
Article 1306 of the Civil Code of the Philippines provides that contracting parties may
establish such stipulations, clauses, terms, and conditions, as they may deem convenient,
provided that they are not contrary to law, morals, good customs, public order, or public
policy. A compromise agreement is a contract whereby the parties make reciprocal
concessions, avoid litigation, or put an end to one already commenced. [3] It is an accepted,
even desirable and encouraged, practice in courts of law and administrative tribunals.[4]
WHEREFORE, the Manifestation dated June 27, 2009 informing this Court that the
parties had already arrived at an agreement to settle their legal controversies and praying
for the dismissal of this case is GRANTED. Judgment is hereby rendered in accordance with
24
the Compromise Agreement dated March 17, 2009. The instant case isDISMISSED. No
pronouncement as to costs.
SO ORDERED.
WE CONCUR:
CONSUELO YNARES-SANTIAGO
Associate Justice
Chairperson
DIOSDADO M. PERALTA
Associate Justice
ATTESTATION
I attest that the conclusions in the above Resolution were reached in consultation before the
case was assigned to the writer of the opinion of the Courts Division.
CONSUELO YNARES-SANTIAGO
Associate Justice
Chairperson, Third Division
CERTIFICATION
Pursuant to Section 13, Article VIII of the Constitution and the Division Chairperson's
Attestation, I certify that the conclusions in the above Resolution had been reached in
consultation before the case was assigned to the writer of the opinion of the Courts Division.
REYNATO S. PUNO
Chief Justice
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COMPROMISE AGREEMENT
[With Waiver, Release and Quitclaim]
This Memorandum of Undertaking [With Waiver, Release and Quitclaim], executed this ____
day of February 1999 in Makati City, Metro Manila, by and among:
MARIA CARLOS TRINIDAD, JOSE LAURO TRINIDAD, SONIA CARLOS TRINIDAD, all of legal
age, married, with postal address at c/o CHAVEZ LAURETA & ASSOCIATES, Penthouse,
Heart Tower, 108 Valero St., Salcedo Village, Makati City, Metro Manila, herein represented
by JOSE LAURO TRINIDAD by virtue of a Special Power of Attorney executed on 25 April
1994, and hereinafter referred to as the FIRST PARTIES;
METROPOLITAN DOCTORS, INC., doing business under the name and style as
METROPOLITAN MEDICAL CENTER, a corporation duly organized and existing under
Philippine laws, with business address at c/o EDSA, Mandaluyong City, Metro Manila, Metro
Manila, herein represented by its Medical Director, CARLOS P. LOPEZ, M.D., hereinafter
referred to as the SECOND PARTY; and
DRA. VISITACION V. LUNA, DRA. ANITA CARMEN-ROCES and DRA. MARIA LUISA
ROBERTS, with postal address at c/o METROPOLITAL MEDICAL CENTER, Mandaluyong
City, Metro Manila, hereinafter referred to as the THIRD PARTIES;
WITNESSETH: THAT
WHEREAS, the FIRST PARTIES are the plaintiffs in Civil Case No. 94-1602, entitled "MARIA
CARLOS TRINIDAD, et al.," versus "METROPOLITAN DOCTORS, INC., et al.," pending in the
Regional Trial Court of Makati City, Branch 65 (Civil Case No. 95-6503), hereinafter referred
to as the "Pending Case";
WHEREAS the SECOND PARTY and THIRD PARTIES are the defendants in said Pending
Case;
WHEREAS, all the parties are desirous of settling amicably the Pending Case, which as been
pending for almost five (5) years, and thereby put to rest a long and costly litigation;
1.1. to make available to MARIA CARLOS TRINIDAD a private room at the Makati Medical
Center which is appropriate/adequate, considering her present medical condition,
including the continued use of the hospital bed she is now using and a sofa bed, all free of
charge and for as long as she remains clinically alive and in need of medical attention; and
1.2. provide MARIA CARLOS TRINIDAD, likewise free of charge, medicine, drugs, life-
support systems, medical equipment and other facilities, medical assistance, neurological
treatment and other appropriate medical services from competent nurses, doctors or
specialists – which may be advisable or necessary to maintain her in her present condition,
including treatment of complications or illnesses of whatever kind or nature which may arise
from said treatment or condition.
2. The THIRD PARTIES, individually, undertake to make available their expertise or services
when and as needed by MARIA CARLOS TRINIDAD, upon request by the FIRST PARTIES or
the SECOND PARTY: Provided, that, if for any reason whatsoever the THIRD PARTIES are
unable to do so, they shall exert their best efforts to make available the services of a
substitute doctor or specialist, likewise free of charge.
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3. The parties agree to, and shall cause, the dismissal, with prejudice, of the Pending Case,
including all claims and counterclaims therein, and agree not to file any similar case,
whether civil, administrative or criminal, of any kind or nature whatsoever, arising from the
same facts, incident, claim, cause or causes of action.
5. This agreement shall not in any way be construed as an admission on the part of any party
of any fault, negligence or liability, of whatever kind and nature, in connection with the
Pending Case.
6. In case of material breach of the terms and conditions of this agreement, the innocent
party is hereby authorized to apply for a writ of execution in the Pending Case for the
purpose of compelling compliance with the terms and conditions of this agreement.
IN WITNESS WHEREOF, the partieshave hereunto set their hand this ____ day of November
1999 in Makati City, Metro Manila.
Witnessed By:
__________________________ __________________________
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ACKNOWLEDGEMENT
BEFORE ME, a Notary Public for and in the City of Makati, Metro Manila, personally
appeared:
and they acknowledged to me that they are the same persons who executed the foregoing
instrument, consisting of four (4) pages, including this page; that Hideaki Tateishi and Raul
G. Fores are both duly authorized to appear in behalf of their respective principals; and that
they executed the foregoing instrument as their own free and voluntary act and deed, for
themselves and/or in behalf of their respective principals.
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ARTICLES OF INCORPORATION
OF
The undersigned incorporators, all of legal age and majority of whom are residents
of the Philippines, have this day voluntarily agreed to form a non – stock and non – profit
association under the laws of the Republic of the Philippines.
SECOND: A. That the purpose or purposes for which such association is incorporated are:
1. To promote unity and mutual cooperation among those involved in the hotel and
restaurant industry in the province of Pampanga, in order to protect their common
interests and welfare:
2. To work for such measures conducive to the upliftment and development of the tourism
industry in Pampanga;
3. To cooperate and coordinate with other instrumentalities engaged in tourism;
4. To act as liaison between the members and government institutions or officers and assist
in the enactment and enforcement of national and local ordinances or laws affecting the
industry:
5. To uphold the highest standard of profession, integrity and efficiency in the conduct of its
business;
6. To encourage and maintain a feeling of goodwill, camaraderie and friendly competition
among members;
7. To prevent unethical practices and resist activities inimical to the right conduct of
business required of honorable and fair competition.
8. To participate in community affairs pertaining to the tourism industry and to act as
spokesperson for the members, taking active part in community and civic activities.
9. To promote harmonious relationship with tourism-allied industries and suppliers in
order to achieve and meet the highest standard of service and quality of products for the
association:
10. To work with associations engaged in the tourism industry in other localities for closer
rapport, cooperation and fellowship.
THIRD: That the place where the principal office of the association is to be established is at:
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FOURTH: That the term for which the association is to exit is fifty (50) years from and after
the date of issuance of the certificate of incorporation.
FIFTH: That the names, nationalities, and residences of the incorporators of the association
are as follows:
(Complete Address)
Filipino Top San Rent a Car, 1-C 1st Flr. Ming Bldg,
JAIME JAMES O. LUCERIANO
3. Don Juico Ave., Balibago A.C
SIXTH: That the number of trustees of the association shall be five (5) and that the names,
nationalities and residences of the first trustees of the association are as follows:
(Complete Address)
Filipino
2. Arayat St.Diamond Subd. Balibago, A.C
JOSE V. MOSTER
3. JAIME JAMES O. LUCERIANO Filipino 1-c 1st Flr. Ming Bldg, Don Juico
Ave.,
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SEVENTH: That the capital of the association was contributed by the incorporators and
directors who are also members of the association as follows:
Name Contribution
TOTAL P 35,000.00
==========
[ ] Wish list of additional members, certified by the Secretary under oath and marked as
Annex “A”.
EIGHT: That no part of the income which the association may obtain as an incident to
its operation shall be distributed as dividends to its members, trustees or officers subject to
the provisions of the Corporation Code on dissolution. Any profit obtained by the
association as a result of its operation, whenever necessary or proper shell be used for the
furtherance of the purposes enumerated in Article II, subject to the provision of Title XI of
the Corporation Code of the Philippines.
TENTH: That the association manifests its willingness to change its corporate name
in the event another person, firm or entity has acquired a prior right to use the said firm
name or one deceptively or confusingly similar to it.
ELEVENTH: That the association shall comply with the requirements for non-stock
corporations in the course of its operation.
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In Witness Whereof, we have hereunto signed this Articles of Incorporation, this
__13th___ day of ___August____, 20 _07___, in the City / Municipality of ________Quezom
City____ Province of ___Metro Manila_______, Philippines.
WITNESSES:
__________________ __________________
(All incorporators appearing on the fifth article and the two witnesses should affix their
signatures on the blanks provided in this page above their respective names.)
ACKNOWLEDGEMENT
S.S.
____QUEZON CITY_____)
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8. JAMES J. DALE 9666726 8/10/2007, Angeles City
9. REMEDIOS P. DE JESUS 4472964 5/21/2007, Angeles City
10. JAIME JAMES O. LUCERIANO 4470897 5/11/2007, Angeles City
11. MARCO ARMANDO D. NEPOMUCENO 24652015 2/28/2007, Angeles City
12. JOSE V. MOSTER 24643953 2/20/2007, Angeles City
13. CLARKTON HOTELS, INCORPORATED 117608 3/28/2007, Angeles City
Represented by: INGO M. HOLTZ 9663969 8/8/2007, Angeles City
14. ANGELES BEACH CLUB RESORTS CORP. 117582 3/20/2007, Angeles City
Represented by: JIMMY A. REGULACION 24617851 1/16/2007, Angeles CitY
All known to me and to me known to be the same persons who executed the foregoing
Articles of Incorporation and they acknowledged to me that the same is their free and
voluntary act and deed.
IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my notarial seal
on the date and at the place first above written.
Book No.__165___;
Series of ___17____.
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