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This Service Agreement (the “Agreement”) is made on August 29, 2026 between Sampaguita Labs, Inc., a corporation with address at 100 Ayala Avenue, Makati City 1226, as “Client,” and Juan Dela Cruz, of legal age, doing business under the name and style “JDC Design Studio”, with address at 20…

The parties agree that lawful mandatory rules and the actual facts prevail over any inconsistent label or provision in this Agreement.

1. Services and deliverables

The Provider shall perform these services: Research, design, prototype, and document the agreed customer-portal workflows in coordination with the Client's product lead. The Provider shall deliver: Research summary, approved user flows, high-fidelity interface designs, interactive prototype, and…

The planned schedule is: Research by September 15; user flows by September 30; final interface package by October 31, 2026. A delay caused by an unmet documented Client dependency extends affected dates only to the reasonable extent actually caused, after prompt notice and mitigation by the…

2. Standard of performance and coordination

The Provider shall perform with the reasonable skill, care, diligence, security, and professional standards ordinarily expected for the stated Services; comply with applicable law; use qualified personnel; promptly disclose material blockers; and avoid knowingly infringing third-party rights. The…

The Client may define required outcomes, specifications, security controls, deadlines, and coordination points. Except where law, safety, or system access reasonably requires otherwise, the Provider controls the manner and means of performing the Services and remains responsible for sequencing…

3. Acceptance and corrections

The Client shall review each submitted Deliverable against these criteria: Deliverables materially conform to the written specifications and acceptance tests stated in the approved scope. Within 7 calendar days after documented delivery, the Client shall accept it or give one consolidated written…

A request that changes an approved requirement, deliverable, assumption, dependency, volume, revision allowance, or schedule is a change request rather than correction of a nonconformity.

4. Change control

A change becomes binding only through a written change order accepted by both parties that describes the changed scope, deliverables, assumptions, fee, taxes, schedule, acceptance, and other affected terms.

Until a change is approved, each party shall continue the unaffected work where reasonably practicable. Neither party is required to perform disputed additional work without an agreed basis for payment and timing.

5. Fees, invoices, taxes, and expenses

The agreed fixed project fee is ₱50,000.00, exclusive of applicable VAT. The billing schedule is: 50% upon signing and 50% upon acceptance of the final deliverables.

The Client shall pay each accurate, valid, and undisputed invoice within 15 calendar days after receipt by bank transfer to the account stated on the Provider's valid invoice. The Client may withhold and remit taxes only as required by law and shall give the Provider the corresponding certificate…

Only reasonable third-party expenses approved by the Client in writing before they are incurred and supported by receipts. Any reimbursable amount must be reasonable, actually incurred for the Services, and documented.

REPUBLIC OF THE PHILIPPINES )

MAKATI CITY ) S.S.

APPOINTMENT FOR A DEFINED MATTER

KNOW ALL PERSONS BY THESE PRESENTS: I, Maria Elena Santos, Filipino citizen, of legal age, single, and residing at 100 Ayala Avenue, Makati City 1226, hereby appoint Roberto Santos, Filipino citizen, of legal age, single, and residing at 18 Jupiter Street, Makati City 1209, as Attorney-in-Fact…

The purpose is: Sell the specifically identified Makati condominium unit to a qualified buyer within the written minimum price and closing limits

SPECIAL AND EXPRESS AUTHORITY

1. Subject matter. The Attorney-in-Fact is expressly authorized to sell the specific property identified by CCT No. 123456 at Registry of Deeds for Makati City: Unit 12A, Example Condominium, Makati City, with an area of 68 square meters and the appurtenant interest described in CCT No. 123456…

2. The Attorney-in-Fact may negotiate only the terms of the defined matter and only within every limit written in this instrument.

3. The Attorney-in-Fact may sign and deliver only the documents expressly necessary to complete the defined matter.

LIMITATIONS AND DUTIES

This instrument grants only the express powers above. It does not authorize any unrelated act of administration or strict dominion; any gift or gratuitous waiver; any loan or borrowing not expressly described; any guaranty or suretyship; entry into a partnership; acceptance or repudiation of an…

Substitution and delegation are prohibited.

Compensation: none. Reimbursement is limited to genuine, documented, necessary expenses not exceeding PHP 150,000.00 in aggregate.

RATIFICATION WITHIN THE WRITTEN SCOPE

The Principal ratifies only lawful acts actually performed by the Attorney-in-Fact within the express terms, conditions, amounts, subject matter, duration, and recipient limits of this instrument. No conduct outside that scope is approved in advance, and any later ratification must be knowing and…