LEASE CONTRACT

This Contract is entered into by the Lessor and the Lessee named
hereunder, who agree as follows:

SECTION I –BASIC PROVISIONS

1.1. LESSOR :

VMHC PROPERTY MANAGEMENT, INC., a corporation duly organized

and existing under and by virtue of Philippine laws, with principal address at
McArthur Highway, Brgy. Saguin, City of San Fernando, Pampanga, as
represented herein by its Building Administrator, Maria Lina C. Asuncion, of
legal age, Filipino citizen, and a resident at Purok 6, Baliti, City of San
Fernando, Pampanga

1.2 LESSEE:

Marionne Lindsay G.Woo, of legal age, and a resident at Lot 2, Blk 6, Majesty
Street, St. Kolbe Estate 1, Brgy. Saguin, McArthur Highway, City of San
Fernando,Pampanga

1.3 LEASED PREMISES:

VMHC ARCADE Stall No. Floor Area

McArthur Highway, Brgy. Saguin 107 38 sq m
City of San Fernando, Pampanga

1.4 EXCLUSIVE PERMITTED USE/S OF THE LEASED PREMISES:

Selling of grocery items and mini boutique only

1.5. LESSEES TRADENAME OR BUSINESS NAME:

RM MINIMART

1.6 LEASE TERM / COMMENCEMENT DATE / TERMINATION

DATE:

Twelve (12) months - from June 10, 2010 to June 9, 2011

1.7 MONTHLY RENTAL AND OTHER CHARGES:

PhP 8,800.00 plus 12% EVAT - due every 15th day of every month

1.8 ADVANCE RENTAL:

One (1) month rental - to be paid simultaneous with the execution of this
contract

1.9 SECURITY DEPOSIT:

Equivalent to one (1) month rental - to be paid simultaneous with the

execution of this contract

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 SECTION 2 – THE PREMISES AND ITS USE
2.1. SECURITY DEPOSIT - The Security Deposit shall answer for
any damages to the LEASED PREMISES, except those covered by ordinary
wear and tear. The LESSEE shall not be allowed to consume the Security
Deposit and shall be returned to him/her only upon termination of the
lease term and after determination or computation of whatever amount
may be owing to the LESSOR for any damages to the LEASED PREMISES.

2.2. EXCLUSIVE USE OF THE LEASED PREMISES - The

LEASED PREMISES shall not be used for any other purpose other than
that specified in Section 1 of this Contract. Any change in the use of the
LEASED PREMISES shall be with the written consent of the LESSOR.

2.2.1. The LESSEE is not allowed to ---

a) introduce, keep, breed, or maintain house pets, fowl or

other animals within the LEASED PREMISES;

b) open or maintain any business or activity in the LEASED

PREMISES which is illegal, immoral, or which may be
prejudicial to the health, peace and quietude of the
LEASED PREMISES. The use of the LEASED
PREMISES shall at all times and in all aspects be in
strict, full and legal compliance with all applicable laws,
ordinance, rules and regulations; and

c) bring into or store in the LEASED PREMISES any highly

inflammable or explosive material, or any apparatus,
machinery or equipment which may cause obnoxious
odors, vibrations or noises, or which may expose the
LEASED PREMISES, or any portion thereof, to fire or
increase the fire hazard rating or the cost of insurance
thereof, or any other article which LESSOR may prohibit
in the interest of safety or security.

2.2.2. The LESSEE shall not permit or allow any rubbish or waste
materials or products to accumulate on the leased premises
and shall keep the sewage and drainage systems thereof
clean and free from obstruction at all times and at its own
expense.

2.2.3. The LESSEE shall pay and be accountable for all charges
pertaining to electricity, telephone, and other public utility
services in the LEASED PREMISES, including any deposit
that shall be required by any public or private utility
company.

2.3. PROHIBITION AGAINST ASSIGNMENT OF RIGHTS OR

SUBLEASE – the LESSEE shall not directly or indirectly sublease, assign or
transfer any of its rights under this Contract of Lease under any circumstances,
without the prior written consent of the LESSOR. Any such sublease, assignment
or transfer in violation of this condition, shall be null and void and shall entitle
LESSOR to terminate this lease.

2.4. CONDITION OF LEASED PREMISES – The LESSEE

acknowledges receipt of the LEASED PREMISES in good order and condition.

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Upon termination or expiration of the lease, LESSEE shall immediately vacate
the LEASED PREMISES and, if the LESSOR desires, may be required to
restore it in the same condition as it was upon the execution of this contract,
minus ordinary wear and tear and/or damage or loss due to fire, flood,
earthquake, tempest or any fortuitous event.

2.5. ENTRY OF AND REPAIR BY LESSOR – LESSOR or its

representative shall have the right to enter the LEASED PREMISES at any
reasonable hours of the day and with prior notice in order to inspect it, to show it
to prospective purchasers or lessees, or to make such repairs, alterations,
improvements or additions as LESSOR may deem suitable. LESSOR shall for
such purpose be entitled to bring all suitable materials into and upon the
LEASED PREMISES. During the six (6) months preceding the expiration of the
term or any renewal of this lease, LESSOR shall be entitled to advertise that the
LEASED PREMISES shall be available for lease.

If LESSEE or its representative is not present to open and facilitate entry

into the LEASED PREMISES at a time when, for any of the above-stated reasons,
LESSOR seeks entry thereto, LESSOR or its representative may enter the
LEASED PREMISES without incurring any liability to LESSEE and without in
any manner affecting the obligations and covenants of LESSEE under this
contract. The LESSOR’s exercise of its right to enter the LEASED PREMISES
shall not impose upon it any responsibility or liability for the care, supervision or
repair of the LEASED PREMISES other than as otherwise provided in this
contract.

2.6. IMPROVEMENT AND REPAIRS BY LESSEE – the LESSEE

may, at his own expense and upon prior written approval of LESSOR, make any
and all improvements or alterations, and repairs on the leased premises, as may
be necessary or essential to the purpose of the herein lease. It is expressly
agreed and understood, that any or all improvements or alterations of
whatever nature such as may be made therein shall form an integral part of
the leased premises and shall not be removed therefrom but shall belong to
and become the exclusive property of the LESSOR upon the termination of
the lease, without the need for reimbursement for the costs thereof.

2.7. LOSS OR DAMAGE – LESSEE shall assume full responsibility and

shall not hold LESSOR liable for any injury to persons and/or damage to
property by reason of LESSEE’s occupancy of the premises or for any cause
whatever.

2.7.1 LESSEE hereby agrees that any damage to the leased

premises or its appurtenances, caused by said LESSEE or his
agents, employees, customers, guests or any other persons,
shall be LESSEE’s sole responsibility and liability.

2.7.2 LESSEE must notify the LESSOR within the shortest

possible time, but in no case to exceed forty eight (48) hours,
of any damage to the leased premises or its appurtenances,
as well as of any illegal trespass, occupation or usurpation
which may be committed on, or threatened to be done, upon
the leased premises.

2.7.3 LESSOR shall not be liable or responsible for:

a) the presence of bugs, vermins, ants, termites,

insects, if any, in the leased premises;

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 b) the failure of water supply, electric current,
telephone facilities and/or other utilities; and

c) any injury, loss or damage which the LESSEE, its

agents, or employees might sustain in the
premises due to any cause whatsoever.

2.7.4 LESSEE shall, at its own expenses and for its own account
keep the LEASED PREMISES, together with its
appurtenances in good, clean and sanitary condition at all
times.

2.8. EXPROPRIATION; CONDEMNATION – If at any time during

the effectivity of this Contract, the Philippine Government or any of its
instrumentalities or political subdivisions or any public service company should
expropriate or condemn the Leased Premises or any part thereof or interest
therein, upon the request of LESSOR, LESSEE shall promptly deliver and
surrender peaceably the possession of the Leased Premises to the LESSOR to the
extent affected by expropriation. Under such circumstances, LESSOR shall not be
liable to LESSEE for any compensation or indemnity, without prejudice,
however, to the rights of LESSEE, if any, to claim compensation or indemnity
against the expropriating or condemning authority.

SECTION 3 –TERMINATION
3.1. FAILURE TO PAY RENTALS – Should LESSEE fail to pay the
monthly rental herein stipulated in accordance with the terms of this contract,
the LESSOR shall have the right to terminate this contract and collect all accrued
rents with a penalty of ten (10%) per month until fully paid.

3.2. VIOLATION OF THE TERMS AND CONDITIONS OF

CONTRACT - The faithful and strict compliance by the LESSEE of each of its
obligations and undertakings under this contract is the special consideration and
inducement for the granting of this lease by the LESSOR. Therefore, in the event
the LESSEE fails to comply with or otherwise violate any of the terms and
conditions of this contract, the LESSOR may, at its option, consider this contract
automatically rescinded and cancelled, without the need of seeking remedy from
Courts of Justice, by mere written notice to the LESSEE of the exercise by the
LESSOR of its option to consider the lease automatically rescinded.

3.3. RETURN OF THE LEASED PREMISES - Upon the termination

of this contract, either by the expiration of the term as provided in Section 1
hereof, or by the failure of the LESSEE to comply with its undertakings or
obligations herein, the LESSEE, its employees and all persons acting in its behalf
or under its command, shall immediately vacate and peacefully deliver the actual
and physical possession of the LEASED PREMISES to the LESSOR in as
good and tenantable condition as when taken, ordinary or fair wear and
tear excepted, devoid of all occupants, furniture, articles and effects of any
kind.

3.3.1. Failure of the LESSEE to promptly surrender the

possession of the LEASED PREMISES to the LESSOR upon the
expiration of the term of this lease or by the failure of the LESSEE to
comply with its undertakings or obligations herein shall entitle the
LESSOR to the payment of rentals in the amount of One
Thousand Pesos (Php1,000.00) per day, exclusive of other
damages, until the possession of the LEASED PREMISES is actually

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 delivered to the LESSOR. In addition, the Security Deposit as provided
for in Section 1 hereof, shall be forfeited in favor of the LESSOR by
way of penalty, in addition to the other damages due to the LESSOR by
reason of the violation of the terms and conditions specified in this
contract.

3.3.2. Furthermore, should LESSEE continue occupying the

LEASED PREMISES after the lease shall have terminated on account of
LESSOR having cancelled this contract for any of the causes provided in
this contract or due to the expiration of the term thereof, or any of its
renewal, or should LESSEE abandon, sublease or assign the use of, all or
any part of the LEASED PREMISES, LESSEE hereby appoints and
constitutes LESSOR or its authorized representative, as LESSEE’s
attorney-in-fact, with authority to enter the LEASED PREMISES (and if
necessary, break open any lock or device securing the entrance thereto)
and take immediate possession thereof, including improvements,
inventories or stock-in-trade or other belongings to answer for rent or any
other sum due to LESSOR pursuant to the provisions of this contract,
without having to resort to any court action, LESSEE hereby waiving any
cause of action against LESSOR, civil or criminal, but in which case
LESSEE shall be served with written notice at least twenty four (24) hours
before the takeover at LESSEE’s address as stated in this contract. In such
case, LESSOR shall inventory any property found in the LEASED
PREMISESs in the presence of a Notary Public who shall render an official
certification of proceedings conducted by LESSOR, or sold at public or
private sale or stored at the expense of LESSEE who shall be liable for
storage fees. LESSOR shall have a preferred lien upon all property found
in the LEASED PREMISES to secure payment of all claims LESSOR may
have against LESSEE. If after fifteen (15) calendar days from receipt of
demand, LESSEE still fails to pay said claims, LESSOR may proceed to
enforce said lien by a notarial sale of said properties with notice thereof to
LESSEE for the satisfaction of all its claims against LESSEE. LESSEE is
considered to have abandoned the LEASED PREMISES if he does not
open the same or does not operate his business thereon for more than
thirty (30) consecutive days.

3.3.3. LESSEE hereby ratifies and confirms any and all acts and
things LESSOR may do or cause to be done pursuant to the above-
delegated authority. Any excess remaining after the proceeds of the sale of
inventories and/or stock in trade or other properties found in the LEASED
PREMISES shall have been applied to all outstanding liabilities of LESSEE
to LESSOR shall be delivered to LESSEE. Nothing in this provision shall
preclude LESSOR from suing LESSEE for damages and/or the recovery of
unpaid rentals and/or other unpaid monetary obligations.

3.3.4. In any event, LESSEE shall continue to be liable for the

monthly rental of the LEASED PREMISES for the duration of non-
occupancy thereof or the unexpired portion of the term of the lease.

3.4. PRE-TERMINATION - In case of pre-termination by LESSEE of

this lease for whatever reason, LESSEE shall pay the LESSOR liquidated damages
and pre-termination penalty equivalent to the monthly rentals for the unexpired
portion of the contract. The Security Deposit may not be given to answer for such
liquidated damages, unless upon proper inspection and turn over of the LEASED
PREMISES, the LESSOR is satisfied that there are no damages thereto. Should
there be damages to the LEASED PREMISES, the same shall be deducted from
the Security Deposit and the LESSOR shall be entitled to retain such deposit until
LESSEE has satisfied the pre-termination penalty abovementioned.

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 3.5. ATTORNEY’S FEES AND LITIGATION EXPENSES - Should
the LESSOR be compelled to seek judicial relief against LESSEE under this
Contract, LESSEE shall pay the LESSOR, in addition to any and all amounts it
may be entitled to under this contract, attorney’s fees equivalent to 25% of all
such amounts, plus the cost of the litigation and other expenses, which shall not
be lower than Twenty Thousand Pesos PhP20,000.00.

SECTION 4 – OTHER CONDITIONS

4.1. NON-WAIVER – The failure of LESSOR to insist upon LESSEE’s
strict performance of any of terms, covenants and conditions hereof shall not be
deemed a waiver of any right or remedy that said LESSOR may have against
LESSEE under this Contract. No waiver by the LESSOR of any of his rights under
this Contract shall be deemed to have been made unless expressed in writing,
signed by the LESSOR and duly notarized.

4.2. SALE, TRANSFER AND MORTGAGE - The LESSEE hereby

expressly recognize the absolute right of the LESSOR to sell, transfer or mortgage
the LEASED PREMISES or any portion thereof. In the event of sale, assignment,
transfer or any encumbrances caused by the LESSOR after the execution of this
contract, the LESSOR warrants that the purchaser or mortgagee shall respect this
contract in all its terms and conditions and the peaceful enjoyment and
occupancy by the LESSEE shall not be disturbed in any way.

4.3. VENUE OF ACTIONS – Any action or case arising from this

contract shall be filed exclusively in the courts of the City of San Fernando,
Pampanga, to the exclusion of all other courts.

IN WITNESS WHEREOF, the parties have hereunto set their hands this
_____ day of _________________ 2010 at the City of __________,
Pampanga.

The Lessor The Lessee

VMHC PROPERTY MANAGEMENT, INC. RM MINIMART

By: Maria Lina C. Asuncion Marionne Lindsay G. Woo

Signed in the presence of:

_______________________ ______________________
Lani P. Gonzales
Purok 4, Baliti, City of Sn. Fdo., (P)

ACKNOWLEDGMENT

REPUBLIC OF THE PHILIPPINES )

PROVINCE OF PAMPANGA ) S. S.

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CITY OF SAN _________ )

On this ____ day of _________________ 2010, at the City of

___________, Pampanga, the following persons -

NAME Competent evidence of identity

Maria Lina C. Asuncion Driver’s License # NO2-89-112050

Marionne Lindsay G. Driver’s License # C10-021-84796

Woo

appeared before me and, in my presence, affixed their respective signatures

on this Contract of Lease, consisting of seven (7) pages including this one
where the acknowledgment is written ; they were identified by me through
competent evidences of their respective identities as reflected beside their
names above ; they represented to me that their signatures on this
document was voluntarily affixed by them for the purposes stated in the
instrument; and they declared that they executed this instrument as their
free and voluntary act and deed and that they have full capacity and
authority to sign this instrument.

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