1.

Late Payment Penalty:

So long as any amount remains outstanding under this Note after its due date, late payment
of any amount due hereunder shall be subject to a penalty of Five percent (5%) per month
thereon, from and after the applicable due date until paid in full, and shall be collected in
addition to the interest payable under this Note.

2. Adjust of Interest Rate:

The interest rate on the sum outstanding and unpaid under this note may be subject to
upward or downward adjustment should there be:
a) a change in the prevailing cost of money at any given time or there be any law,
circular, rule or regulation enacted, issued or promulgated which has the effect of
increasing or decreasing the cost of funds to the Payee / Mortgagee / Holder of this
Note as determined by the latter;

Suggested: “a declared hyperinflation which has the effect of increasing or decreasing the
cost of funds to the Payee / Mortgagee / Holder of this Note as determined by the latter;”

b) an extraordinary change in the effective value of the purchasing power of Philippine

Currency. Any change at any time of at least fifteen percent (15%) in the Consumer
Price Index for Manila from the date of this Note, set forth in figures officially
released by the Bangko Sentral ng Pilipinas (or by the other office or agency of the
Philippine Government should the figures of the Bangko Sentral ng Pilipinas not
available) shall be regarded as an extraordinary change in the effective value of the
purchasing power of Philippine Currency. Any adjustment pursuant to the
foregoing occurrences shall be communicated in writing by the Payee / Mortgagee
to the Maker / Mortgagor prior to its being implemented. The Maker / Mortgagor
shall have shall have the option of pre-paying the Note without pre-payment
penalty, within thirty (30) days following receipt of notice of the impending interest
rate adjustment; otherwise, the adjustment shall be deemed effective as of the
interest period which is current as of the expiration of said thirty (30) day period.3.

3. Others:
The Maker / Mortgagor acknowledges having read, understood and conformed to the other
terms and conditions of this Note set forth in paragraphs 4 to 29 inclusive, enumerated on
the reverse page and on the subsequent pages of this Note, as the case may be, which are
all made an integral part thereof.
All refences to “Payee/Mortgagee” under this Note shall mean the Payee/Mortgagee
referred to in Schedule A, or its successors and assigns, BDO Unibank, Inc., and for
purposes of paragraphs 11, 12 and 14, the term “Payee/Mortgagee” includes its subsidiaries
and affiliates.

4. Insurance:
The Maker/Mortgagor shall; at his expense, procure comprehensive motor vehicle
insurance over the Mortgaged Property/ies against the risk(s) of loss and/or damage
(own/third party) by any means inclusive but not limited to accident, theft, flood or fire,
 including losses brought about by Acts of God (AOG) with an insurance company
acceptable to the Payee/Mortgagee until all the obligations secured herein are fully paid,
in the sum of not less than the outstanding balance of the obligation and endorse and deliver
the insurance policy/ies in favor of the Payee/Mortgagee, so that the latter may, in case of
loss, collect the amount insured and apply the same to the total or partial payment of the
obligation, returning the balance remaining to the Maker/Mortgagor.
There will be no automatic renewal by the Payee/Mortgagee of the motor vehicle
insurance. It shall be the sole responsibility of the Maker/Mortgagor to renew his motor
vehicle insurance each time the policy is due to expire.
The Maker/Mortgagor shall not later than ten (10) calendar days before expiry of the then
existing policy, submit the renewal policy duly endorsed to the Payee/Mortgagee.
Should there be any policy unendorsed to the Payee/Mortgagee, the Maker/Mortgagor
renounces his right to collect the claim proceeds personally in case a loss takes place, as
the endorsement of the Note shall be considered a sufficient, endorsement of each and all
of said policies and to this end, the Maker/Mortgagor authorizes the insurance companies
concerned to pay any indemnity that may be due the Maker/Mortgagor directly to the
Payee/Mortgagee upon mere presentation of this document without prejudice however, to
a liquidation of accounts between the Maker/Mortgagor and Payee/Mortgagee.
Further, the Maker/Mortgagor hereby irrevocably appoints the Payee/Mortgagee as his
Attorney-in-Fact with full power and authority in the case of claim on the policy/ies, to
file prosecute, compromise or settle with the insurance company and in relation thereto,
sign, execute and deliver the corresponding documents as may be necessary and collect
proceeds of insurance to the extent of its interest.
5. Premium Payments:
At the time of the execution of this document, the Maker/Mortgagor shall pay all the
premiums due on any and all insurance policy/ies required and shall deliver to the
Payee/Mortgagee the insurance policy/ies with the receipt evidencing payment of
premiums. Likewise, the Maker/Mortgagor shall pay all renewal premiums and deliver to
the Payee/Mortgagee copies of all receipts evidencing such payments not later than ten
(10) calendar days prior to the expiration of the previous insurance policy/ies.
6. Taxes and Fees:
The Maker/Mortgagor shall pay all the taxes and fees on the registration and subsequent
annual renewal of registration with the Land Transporation Office (LTO) which may
hereafter be imposed by competent authorities on the Mortgaged Property/ies not later than
ten (10) calendar days before the expiration of the due date and shall deliver to the
Payee/Mortgagee copies of the official receipts evidencing such payment within the same
period.
The Maker/Mortgagor shall likewise pay all documentary stamp tax and all other taxes,
fees and charges for this transaction as well as those which may be imposed and assessed
by competent authorities on account of the documentation and registration of this
obligation.

7. Maintenance and Repair; Right of Inspection:

 The Maker/Mortgagor undertakes at his own expense to keep and maintain the Mortgaged
Property/ies in good running order or condition, undertake all works and repairs that may
be required by competent authorities to be done on the Mortgaged Property/ies, and shall
keep the same in roadworthy condition and in perfect state of safety and maintenance and
execute all repairs in case of damage or wear and tear, in connection therewith,
Payee/Mortgagee is hereby authorized to conduct, provided made within reasonable hours
of the day, inspection and appraisal of the Mortgaged Property/ies.
In the event it is determined by the Payee/Mortgagee that the Mortgaged Property/ies
has/have been leased sold, mortgaged or assigned by the Maker/Mortgagor without the
prior written consent of the Payee/Mortgagee or that said Mortgaged Property/ies be
subject of a writ of attachment levy upon execution or the Maker/Mortgagor is/are subject
of any insolvency proceedings or suspension of payments then the same shall automatically
constitute an event of default that renders the Note immediately due and payable.
Failure by the Maker/Mortgagor to produce or surrender possession of the Mortgaged
Property/ies for inspection and appraisal of the Payee/Mortgagee upon the latter’s request
shall unless proven otherwise be deemed an acknowledgement by the Maker/Mortgagor of
having removed or disposed of the Mortgaged Property/ies with intent to defraud the
Payee/Mortgagee and/or guilty of frayd in the debt or incurring the obligation herein.

8. Payment by Payee / Mortgagee of Premium Taxes and Repairs:

Suggested: In case the Maker / Mortgagor violates any of the conditions stipulated in the
preceding paragraphs, Payee / Mortgagee may, in its sole discretion and without notice
to the Maker / Mortgagor, advance the payment of the insurance premiums of the
insurance premiums, and all registration fees or taxes, prior subsequent to the expiration
of the period of payment of the same, as well as all surcharges due, and may also for the
account of the Maker / Mortgagor shall not question payments or advances actually made
by the Payee / Mortgagee by virtue of this condition and henceforth renounces all
protests or defenses, against said payments. Should the Payee/Mortgagee advance the
said Premium, Taxes, or Repairs, the amortization payments made shall first be applied
to the Premium, Taxes and Repairs before the principal and interests.

9. Pre-Payment on the Note:

The Maker/Mortgagor may make pre-payments on the Note subject to such terms and
conditions as may be required by the Bank, and hereby agrees that any partial pre-payments
shall be applied to the principal amount of installments in the inverse order of their maturity
(I.e., to the last maturing installment or installments of principal) or, at the sole option of
the Payee/Mortgagee, to installments of principal and interest succeeding the date of
prepayment.

10. Warranty; Violation of Conditions:

The Maker / Mortgagor warrants that the Mortgaged Property/ies is/are free from all liens
and encumbrances. Any violation of the conditions of this Note, or the inability for any
reason to register this instrument as a first mortgage in the Office of the Register of Deeds
or Land Transporation Office, for failure of the Maker / Mortgagor to sign or deliver the
necessary documents for said purpose, or for any other cause, shall give the Payee /
 Mortgagee the right to declare the entire obligation due and payable and to foreclose this
mortgage in accordance with Act 1508, as amended, among other remedies.

11. Events of Default and Foreclosure:

In case the Maker/Mortgagor (a) fails to pay any installment/s or other sum which are due
or may be due now or in the future to the Payee/Mortgagee hereunder or other instruments
of indebtedness by the Maker/Mortgagor to the Payee/Mortgagee, or (b) fails to pay any
installment of principal or Payee/Mortgagee or any third party under which the
Maker/Mortgagor is privy or party or under which the Maker/Mortgagor acts as guarantor
or security, including any agreement similar or analogous thereto, whether executed prior
to or after the date of this Note, if the effect of the failure to pay or observe such term or
covenant is to cause or permit any holder of such obligation to cause such obligation to
become due prior to its stated maturity; or (c ) in the event of Maker/Mortgagor’s death,
dissolution (where the Maker/Mortgagor is a corporation), bankruptcy, liquidation,
insolvency, receivership, levy on execution of his / its property, garnishment or attachment,
or in case of conviction or a criminal offense by final judgment carrying with it the penalty
of civil interdiction or any case covered by Article 1198 of the New Civil Code, or (d)
should the/or any of the Mortgaged Property/ies be lost, destroyed, damaged from any
cause whatsoever including fortuitous event (it being considered lose to all intents and
purposes if the Maker/Mortgagor shall fail to produce the same or any part thereof on
demand by the Payee / Mortgagee), then the Payee/Mortgagee, shall have the right, at its
option, to declare the entire obligation as well as any other obligation with the
Payee/Mortgagee due and demandable without demand or notice of any kind, all of which
the Maker/Mortgagor expressly waives, and may likewise at its option, either cancel the
sale or foreclose in accordance with Act 1508, as amended or file an ordinary civil action
for collection and / or such other action or proceedings as may be allowed under the law.
The Payee / Mortgagee is hereby appointed by the Maker / Mortgagor as Attorney-in-Fact,
with full power of substitution, by the use of all necessary legal means, to take actual
possession of the/any of the Mortgaged Property/ies without the need of any court order or
authority upon violation of any condition herein or in case of loss or damages to the
Mortgaged Property/ies, to sell and dispose of the same, and in connection therewith
execute and deliver such deed of conveyance as may be necessary or proper for the purpose
of vesting in the purchaser at such sale full, complete and absolute title to the property so
sold, free from all liens and encumbrances whatsoever. In such case and until the
Mortgaged Property/ies are sold, the Payee/Mortgagee is authorized to: (a) hold and retain
possession of said Mortgaged Property/ies; (b) perform all other acts of administration and
management, in the most advantageous manner for the best interest of the
Payee/Mortgagee. Should the latter opt to foreclose on the chattel mortgage, the
Maker/Mortgagor hereby expressly waives all rights to any notice of said sale and to any
period granted by law before the foreclosure becomes effective it being expressly agreed
that the Payee/Mortgagee may foreclose the chattel mortgage at any time after the breach
of any condition hereof.
Further, in relation to the preceding paragraph, the Maker/Mortgagor also authorizes the
Payee/Mortgagee to debit, at the latter’s option, any and all of the Maker/Mortgagor’s
accounts, irrespective of type, or any outstanding credits lodged with the Payee/Mortgagee,
 and apply the same to the payment of the Maker/Mortgagor’s obligation hereunder as well
as any and all obligation of the Maker/Mortgagor to the Payee/Mortgagee.

Suggested: The last paragraph is omitted.

12. Application of Payee / Mortgagee in Case of Deficiency:

The Payee/Mortgagee is hereby appointed by the Maker/Mortgagor as Attorney-in-Fact.,
with full power of substitution: (a) to take actual possession of any other securities, money
or funds belonging to the Maker/Mortgagor without the need of any court order or authority
upon violation of any condition herein, in case of loss or damages to the Mortgaged
Property/ies, or (b) where the Payee/Mortgagee may deem proper, to sell and dispose of
the same and in connection therewith execute and deliver such deed of conveyance as may
be necessary or proper for the purpose of vesting in the purchaser at such sale, full,
complete and absolute title to the property so sold, free from all aliens and encumbrances
whatsoever.

14. Condition for Release of Mortgage Collateral:

The Maker/Mortgagor agrees that for as long as there are unpaid obligations secured by
this mortgage as specified on this Note (including but not limited to other unpaid and/or
past due indebtedness of the Maker/Mortgagor to the Payee/Mortgagee), the
Payee/Mortgagee will not release this mortgage until full payment in cleared funds of the
unpaid obligations herein secured.

15. Restriction on Use, Sale, Lease and Mortgage:

It is also a condition of this Mortgage that the Maker/Mortgagor shall not use as public
utility vehicle (e.g. taxi, car for rent, “FX”, school bus) nor lease, sell further mortgagee or
encumber the Mortgaged Property/ies without the previous written consent of the
Payee/Mortgagee and any violation of this condition by the Maker/Mortgagor shall give
the Payee/Mortgagee the right to declare the entire obligation due and payable The lease
or sale of the/any of the Mortgaged Property/ies, in the event of foreclosure shall not be
impaired nor affected by contracts of sale, lease or other mortgage hereafter entered into
by the Maker/Mortgagor even if said contracts be registered with the Office of the Register
of Deeds and / or Land Transporation Office, or any other government agency, unless they
are executed by the Maker/Mortgagor with the written consent of the Payee/Mortgagee.

16. Collateral Deterioration:

In case the Payee/Mortgagee determines that Mortgaged Property/ies should diminish in
value, be destroyed, or deteriorate in considerable amount for any cause, even by force
majeure, or be the subject of expropriation proceedings, in whole or in part, the
Payee/Mortgagee shall have the option to either require the Maker/Mortgagor to
immediately pay off his obligation totally or partially or to immediately give additional
securities acceptable to the Payee/Mortgagee.

Suggested: Force Majeure shall be excluded.

17. Release of Collateral Documents:

 Where the Mortgaged Property/ies is/are owned by more than one owners/mortgagors,
each of the Makers/Mortgagors hereby authorizes the Payee/Mortgagee, upon payment by
the Maker/s of the indebtedness secured by the mortgage to release the security/ies or title
and related documents covering the Mortgaged Property/ies to any of the Mortgagors
without need of obtaining the consent of the other Mortgagors, and the Mortgagors shall
hold the Payee/Mortgagee free and harmless from any liability, damage or loss in
connection therewith.

18. Amendments:
No term or condition of this Note shall be considered amended in any manner by any act
of tolerance on the part of the Payee/Mortgagee, it being understood that any amendment
to this Note shall be made in writing.

19. Solidarity:
If the term Maker/Mortgagor herein refers to two or more persons, the obligation of the
Maker/Mortgagor stipulated in this Note shall be deemed to be joint and several.

20. Payee / Mortgagee’s Right to Assign:

The Payee Mortgagee reserves the right to sell, cede, transfer or assign to any person or
entity its rights and interests in and to this Note and obligations of the Maker / Mortgagor,
for which the Maker/ Mortgagor hereby gives his consent.

21. Collection of Litigation Fees and Expenses:

If the Payee/Mortgagee is compelled to engage the services of a collection agency to
enforce any of its rights under this Note, the Maker/Mortgagor shall pay the
Payee/Mortgagee the collection fees equivalent to not less than ten percent (10%) of the
total outstanding obligation based on the Payee/Mortgagee’s records, and reimburse the
Payee/Mortgagee for all actual expenses for collection and recovery efforts, including
finder’s fees, skip tracers, repossessors and the like. If the Payee/Mortgagee is constrained
to institute extra-judicial foreclosure proceedings and court action to enforce its rights
hereunder, the Maker/Mortgagor shall be liable to the Payee/Mortgagee for all expenses of
litigation, including attorney’s fees equivalent to twenty-five percent (25%) of the total
outstanding obligation based on the Mortgagee’s records, and liquidated damages
equivalent to two percent (2%) per annum on the total outstanding obligation based on the
Payee/Mortgagee’s records.

22. Venue of Action:

Any action or suit under this Note or any other document related hereto shall be instituted
in the proper courts of Makati City, Pasay City, or any courts within Metro Manila, to the
exclusion of other courts.

23. Waiver of Notice and Demand of Any Kind:

The Maker/Mortgagor and/or, when applicable, the Payee/Mortgagee, expressly waives in
favor of BDO Unibank, Inc. Any presentment demand, notice of dishonor, protest and
notice of any kind, including but not limited to collection-related correspondence, notices
and demand letters.
 Suggested: the phrase “of any kind” is omitted

24. Severability:
In case any one or more of the provisions contained herein shall be declared by final order
of a court of competent jurisdiction to be invalid, illegal or unenforceable in any respect,
the validity, legality and enforceability of the remaining provisions and contained herein
shall not in any way be affected or impaired thereby.
25. Notices:
For all legal intents and purposes, all notices relating to this Note sent by mail or personal
delivery to the Maker/Mortgagor at the address last given in writing to the
Payee/Mortgagee shall be considered valid and effective notwithstanding actual non-
receipt by the Maker/Mortgagor.

26. Waiver and Grant of Authority to BDO Unibank, Inc. :

The Maker/Mortgagor hereby waives confidentiality of client information (including
without limitation, the provisions of Republic Act (RA) Nos. 9510 Revenue Regulation
No. RR-4 2005, and authorize the Payee/Mortgagee to: (a) conduct random verification
with the Bureau of Internal Revenue in order to establish the authenticity of the
Maker/Mortgagor’s Income Tax Return, accompanying financial statements and such other
documents/information/data submitted by the Maker/Mortgagor, and/or (b) obtain or
disclose such information regarding the Maker/Mortgagor or the loan/credit facilities
obtained hereunder from/to any party which the Payee/Mortgagee may deem proper, or as
may be required or allowed under applicable laws, rules and regulations.
Further, should the document/s submitted prove to be spurious or incorrect in any material
detail, the Payee/Mortgagee may terminate any loan or other credit accommodation granted
on the basis of said document/s and shall have the right to demand immediate repayment
or liquidation of the obligation. Moreover, the Payee/Mortgagee may seek redress from the
court for any harm done by the Maker/Mortgagor’s submission of spurious documents.
The Maker/Mortgagor shall indemnify and save the Payee/Mortgagee and/or its directors,
officers, employees and authorized representatives fee and harmless from any and all
liability arising out of any violation of the Law on Secrecy of Bank Deposits, the provisions
of the General Banking Law and/or other related laws and/or government regulations on
the subject of disclosure of bank transactions.

27. Irrevocable Authorities:

The Maker/Mortgagor hereby acknowledges and agrees that the authorities granted under
this Note shall not in any manner prejudice any of the rights and privileges granted to the
Payee/Mortgagee hereunder and under other related documents, or the Payee/Mortgagee’s
right to terminate this Note at the Payee/Mortgagee’s option in case of the
Maker/Mortgagor’s violation of the terms and conditions herein or under any of the
documents executed in connection therewith, or for any reason whatsoever, in any manner
at the Payee/Mortgagee absolute option and discretion. The authorities granted under this
Note are coupled with interest and shall be irrevocable without the prior written consent of
the Payee/Mortgagee.
28. Other Forms:
 The terms and conditions of other instruments of indebtedness secured by this mortgage
are herein incorporated and are considered part of this contract.

29. Set-Off:
In the event that the Maker/Mortgagor defaults in its obligation under this Note, any and
all deposits maintained by the Maker/Mortgagor with, or moneys in the possession or
control of, BDO Unibank, Inc., (“BDO”) or in its subsidiaries and affiliates, are hereby
ceded, transferred and conveyed by way of assignment unto the Payee/Mortgagee in order
that the same may be used to satisfy any and all amount due hereunder. The assignment
includes extensions and/or renewals of the assigned deposits and other moneys. Likewise,
any and all receivables due to the Maker/Mortgagor from BDO are hereby assigned to the
Payee/Mortgagee, the total amount due to be applied in the event of default. In connection
therewith, the Maker/Mortgagor hereby waives its rights under R.A. Nos. 9510 and 1405
and authorizes BDO, its officers and/or employees, to disclose the amount of deposits and
moneys maintained by the Maker/Mortgagor with BDO, or its subsidiaries and affiliates:
Likewise, the Maker/Mortgagor hereby authorizes BDO to debit the Maker/Mortgagor’s
accounts with BDO or its subsidiaries and affiliates.

Suggested: Set-Off provision is omitted.