LOAN AGREEMENT WITH OPTION TO BUY

This Loan Agreement (the “Agreement”), dated as of November 25, 2013

(“Effective Date”), is executed by and between:

EFREN D. AVILA, Filipino, of legal age, married to FELICIDAD C.

AVILA and a resident of Brgy. Asturias, San Miguel, Tarlac City, Tarlac
hereinafter referred to as the “Borrower”,

- and -

ROWENA FERNANDEZ, Filipino, of legal age, single, and a resident of

Blk 15, Lot 25, Justine St. Villa Portobello, Dau, Mabalacat City, Pampanga
herein referred to as the “Lender.”

WHEREAS, the Borrower has requested the Lender for a loan in the
principal amount of Two Hundred Thousand Pesos
(Php250,000.00) (the “Loan”);

WHEREAS, the Lender is willing to provide the Loan upon the terms
and conditions set forth herein;

NOW, THEREFORE, for and in consideration of the foregoing premises

and the undertakings hereinafter set forth, the parties hereto agree as
follows:

1. Loan - The Borrower hereby acknowledges receipt of the Loan under the
terms and subject to the conditions herein set forth.

2. Interest - The Borrower shall pay a non-compounding interest of two

percent (2%) per month which shall be due on every 5th day of the month.

3. Period and Maturity - The Loan shall be for a period of ten (10) years, and
shall reach maturity on November 25, 2023. It is understood that the Loan
cannot be pre-terminated without the prior written consent of the Lender.
Pre-termination shall be without prejudice to the Lender’s Option right
under Section 4 of this Agreement.

4. Option to Buy. For and in consideration of the extension of this Loan,

Borrower hereby grants to Lender the exclusive and irrevocable right to

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purchase Borrower’s parcel of land covered by TCT No. CARP2013004147
located at Brgy. Asturias, Tarlac City, Tarlac for the total purchase price
equivalent to the amount of the Loan, upon the Loan’s maturity as stated in
the immediately preceding paragraph and for a period of two (2) years
thereafter. As a separate and distinct consideration for said Option, Lender
hereby waives in favor of the Buyer the first month of the Loan’s interest.

Upon the exercise of Lender’s option, Borrower shall be obliged to perform

all necessary acts and execute all necessary documents to transfer and
convey the aforesaid property to the Lender’s name, free from any and all
liens and encumbrances.

6. Events of Default - Each of the following events constitutes an Event of

Default hereunder:

(a) The Borrower defaults in the payment when due of any amount
payable hereunder.

(b) Any material representation or warranty made by the Borrower in

this Agreement shall prove to have been incorrect or misleading as of
the time it was made or deemed to have been made.

(c) The Borrower has voluntarily declared its insolvency, or has been
declared insolvent by competent government agencies or
instrumentalities.

7. Consequence of Default - If an Event of Default shall have occurred, then at

any time thereafter, if any such event shall then be continuing, the Lender
may at her option, by written notice to the Borrower, either (i) declare the
entire unpaid amount of the Loan then outstanding and all other amounts
payable hereunder be forthwith due and payable, whereupon all such
amounts shall become and be forthwith due and payable without
presentment, demand, protest or further notice of any kind, all of which are
hereby expressly waived by the Borrower, or (ii) impose a penalty charge in
the amount of one percent (1%) of the Loan for every three business days
constituting default.

8. Binding Effect - This Agreement shall be valid and binding upon the
Borrower, his heirs and successors in interest.

9. Governing Law – The Agreement between both parties is governed by, and
shall be construed in accordance with, the laws of the Republic of the
Philippines, notwithstanding the fact that one or more of the obligations of

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 the parties thereunder are to be performed outside of the Republic of the
Philippines.

10. Dispute Resolution - Any dispute or controversy arising out of or in

connection with the interpretation, application or performance of any term,
condition, or provision of this Agreement shall be settled amicably, as far as
practicable, through friendly consultation and negotiation by the parties.
This provision on shall also apply to any situation(s), unforeseen and
unanticipated, that the Parties may encounter at any time during the
implementation of the Agreement.

11. Venue - Should any dispute arise out of or related to this Agreement, the
Parties agree to bring the same exclusively before the court of proper
jurisdiction in the City of Angeles, Pampanga, and in no other courts.

12. Severability. If for any reason, any provision of this Agreement shall be
rendered null and void, all other provisions not so declared shall continue to
bind the parties.

SIGNED AND DELIVERED by the parties as of the date first written above at
______________, Tarlac City, Philippines.

ROWENA FERNANDEZ EFREN D. AVILA

(Lender) (Borrower)

With my conformity:

FELICIDAD C. AVILA
Spouse

SIGNED IN THE PRESENCE OF:

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 ACKNOWLEDGMENT

Republic of the Philippines )

__________, Tarlac City) SS.

BEFORE ME, a Notary Public in and for _________________, this ____________________,

personally appeared:

Name Competent Evidence of Identity

both known to me and to me known to be the same persons who executed the
foregoing Loan Agreement that they acknowledged to me to be their free and
voluntary act and deed.

IN WITNESS WHEREOF, I have hereunto set my hand and affixed my notarial seal at
____________________, Tarlac City, Tarlac, Philippines as of the date first written above.

Doc. No. ;
Page No. ;
Book No. ;
Series of 2016.

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