2020 RENTAL DRAFT CONTRACT

KNOW ALL BY MEN BY THESE PRESENTS:

This Memorandum of Agreement is made and entered this July 1, 2020 at Davao
City by and between:

OVERSITE MANAGEMENT CONSULTANCY SERVICE. a company duly organized and

existing under the Laws of the Republic of the Philippines, with
office address at Door 1, #61 Nature’s Garden Bldg., Palma Gil St., Obrero, Brgy. 17-B,
Davao City Phil., represented herein by SHERWIN G. MAYOR of legal age and a resident
of No. 64 Molave Street, Palm Village, Obrero, Barangay 20-B, Davao City, hereinafter
referred to as the FIRST PARTY.

And

, a company duly organized and existing

under the Laws of the Republic of the Philippines, with office address at
represented herein by , of legal age, Filipino, married and a resident
of _hereinafter to as a SECOND PARTY.

WITNESSETH THAT:

WHEREAS, as the FIRST PARTY, has a contract with a contractor for an awarded
volume of hauling/excavation/loading agreement at MMDC Nickel Project at Brgy.
Cabangahan, Cantilan, Surigao del Sur.;

WHEREAS, the SECOND PARTY, is desirous to provide hauling and loading

services to the FIRST PARTY;

WHEREAS, as the FIRST PARTY, has accepted the SECOND PARTY to render the
service required by the FIRST PARTY subject to the condition herein after set forth;

NOW THEREFORE, for and in consideration of the foregoing premises, the parties here to
have agreed to enter into a contract of loading and hauling of nickel ore to provide the
following term and condition:

1. EQUIPMENT REQUIREMENT

The services agreed upon are the supply of the following equipment for the loading and
hauling at least.

1. Ten (10) units DUMPTRUCKS, ten-wheeler with 18.0 cubic meter minimum
capacity.

2. One (1) Unit BACKHOE, with 1.0 cubic meter minimum capacity.

2. SCOPE OF WORK

The SECOND PARTY shall provide loading and hauling services of Nickel Ore
materials and shall be responsible for mining the ore from mine pit to mine yard,
stockpiles are and deliver the same to the barge or LCT after the ore has been
properly prepared and cleared for shipping.
 Loading and hauling works specified by the FIRST PARTY at the following rates:

A. DUMP TRUCK MONTHLY HAULING RATE:

1. Php. 250,000.00 / Monthly

2. Inclusive of Maintenance
3. Free Fuel
4. Driver’s Salary

B. EXCAVATOR (BACKHOE LOADING /RECEIVING RATE):

1. Php 1,500.00 / Hour

2. Idle Php. 750.00 / Hour
3. Inclusive of Maintenance
4. Free Fuel
5. 200 Hours Monthly Allocation

NOTE: 1. The given rate is VAT exclusive;

2. The corresponding distance per each destination is established for billing
purposes

3. BILLING PERIOD AND PAYMENT TERM

Billing period shall be every 30th of month. All payments will be subject for max
bank clearing for 3 days

First billing will be on the cycle of 45 days. Hence succeeding billings will be every
30th day of month/ Date of effectivity of contract.

First Forty-five days (45) shall be shouldered by the SECOND PARTY. Hence,
mobilization expenses shall be refunded on the first billing.

4. LIABILITY LIMITATIONS

FIRST PARTY liability with respect to the contact shall be limited only to the,
SECOND PARTY and shall not extend to its employees and other parties.

5. SAFETY

For the safety of the facilities, vessels and personnel, SECOND PARTY shall follow
strictly the rules and regulations imposed by the Bureau of Customs, Philippines
ports Authority, Bureau of Mines, MMDC as well as of the company.

Further, the SECOND PARTY shall abide with the Basic Occupational Safety
Health Standards being implemented by the Department of Labor and Employment
and the company.

The SECOND PARTY shall be fully liable for any loss or injury to the person and
damage to the property that arises during its performance of this agreement.

6. ENVIRONMENT

The SECOND PARTY shall ensure that the environment is properly protected through
compliance of Environmental Management Bureau guidelines. Heavy smoke belching, oil
leaking, dilapidated and defective tires are not allowed to haul
7. OTHERS

1. FIRST PARTY shall provide area for barracks and repair shop; with access to
power and water lines at minimal cost;

2. SECOND PARTY shall provide data and registration certifies and special power
and attorney to operate (for not owned equipment), for each equipment brought
in the sites; SECOND PARTY ensure to have direct agreement with owners for
any non-owned equipment brought at site.

3. SECOND PARTY shall at its owned cost and expenses comply with the
provision of the minimum Wage Law, COLA, ordinance and regulation of any
national, provincial, municipal or other government authority; and shall maintain
SSS and Phil health coverage for all its employees including the payment of
premium of workers compensation, Medicare and other benefits require by all
existing labor laws.

4. SECOND PARTY shall ensure that the personnel involve shall be at least 18
years of age; this is the safety of its personnel and for the protection of minors;
with no derogatory records; ad of good health.

5. SECOND PARTY shall furnish FIRST PARTY complete records of personnel

including the submission of copies of Drivers.

6. SECOND PARTY shall ensure sufficient insurance coverage to protect itself

from other claims for damages or personnel injury including death, which may
arise from operations under this contract. Copy of such insurance shall be filled
with the FIRST PARTY and shall be subject to its approval as to adequacy or
protection.

7. The SECOND PARTY must also be duly registered with the Bureau of Internal
Revenue (BIR) and issued approved BIR official receipts to be issued for its
collections.

8. The SECOND PARTY need to comply the R.A 9993 (Philippines Coast Guard
Law 2009) permitting the PCG to conduct pre-departure inspection and
verification in compliance with safety standards.

9. The SECOND PARTY shall submit to the FIRST PARTY, a list of all their
employees, indicating designation, employment status, contact number and
recent address every first week of the month. The FIRST PARTY shall then
submit the list to MMDC (thru its Human Resources Department) for validation
purposes. The MMDC-HR shall issue an official sticker to be attached to the
valid ID card of the employee. Any contractor/sub-contractor employee without
such issued sticker shall be denied entry or access to MMDC camp site and
mine site.

8. CONTRACT EFFECTIVELY AND TERMINATION

This CONTRACT shall take effect for the year 2020 mining season operations only
and may be extended and renewed by mutual agreement of the parties.

The contract is subject for extension depending on the buyer's demand.

Violation of any terms and conditions herein agreed is a ground for terminations of
the CONTRACT without prior notice. In case the SECOND PARTY fails
to perform the works specified in this contract without any reasonable justification,
failure to observe mine safety rules and regulations, fraudulent acts committed by
the SECOND PARTY.

.
 Signed faxed/emailed contract has the same force and effect as original contract

IN WITNESS WHEREOF, the parties hereunto affixed their signatures this July 1, 2020 in Davao
City Philippines.

SHERWIN G. MAYOR

PARTY A PARTY B

SIGNED IN PRESENCE OF:

______________________________________________________________________________________________________________________________________________________________________________________

ACKNOWLEDEGEMENT

REPUBLIC OF THE PHILIPPINES

CITY OF DAVAO

Before me, a Notary public for and in Davao City, Davao Del Sur on this _

day of _ 2020, appeared the foregoing affiants who exhibited to me their competent proof
of identity, as follows:

Name Identification Issued on Issued at

Sherwin G. Mayor CRN: 0111-4310082-4 September 19, 2015 Davao City

Who are both duly authorized and representing their respective company known to me and to me
known to be the same persons who executed the foregoing instrument and they acknowledged to
me that the same is their free act voluntary deed.

This instrument is consisting of four (4) pages including this page where the
acknowledgement is written, have been signed by the parties and witnesses on each and every
page thereof.

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

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