CONTRACTS AND AGREEMENTS ATTY. REYNALDO ROSS D.

SUCGANG
Legal Forms
Louise Nicole Z. Andrade
LLB III

CONTRACT

 ART. 1305. A contract is a meeting of minds between two or more persons whereby one
binds himself, with respect to the other, to give something or to render some service.
(NCC)

 It is a judicial convention, manifested in a legal form, by virtue of which, one or more

persons bind themselves in favor of another or others for the fulfillment of some
prestation. A contract always creates legal rights and obligations between the parties
involved.

 A contract is also a specific type of agreement, that is by its terms and elements, is
legally binding and enforceable in a court of law. It is legally binding as it imposes
obligation to parties involved. An obligation is a juridical necessity and the non
performance or breach of such obligation causes the other party to commence an action
for the fulfillment of such obligation. Thus, there arises a legal right which is stated as a
claim.

AGREEMENT

 An agreement is any understanding or arrangement, reached between two or more

parties.

 An agreement defines the relative rights and responsibilities of the parties involved.

 An agreement may not create any legal right and obligation of the parties, but, an
agreement which is enforceable by law is a contract.

 An agreement is a less formal creation of an obligation between the two parties while a
contract, by its terms or contents, provides for an obligation that is mandated or
supported by the pertinent provisions governing the laws on contracts. An agreement
usually lacks one or more of the essential elements that are required to be present in
order to form a valid contract that will be considered legally enforceable by a court of
law.

DEFINITION AGREEMENT CONTRACT

- An arrangement (usually - A formal arrangement between
informal) between two or more two or more parties that, by its
parties that is not generally terms and elements, is enforceable
enforceable by law. by law.
VALIDITY - Mutual acceptance by both (or all) - Mutual acceptance by both (or
parties involved all) parties involved
CONSIDERATION NOT NECESSARY AN ESSENTIAL ELEMENT
LEGAL EFFECT - An agreement that lacks any of - A contract is legally binding and
the required elements of a contract its terms may be enforceable in a
has generally no legal effect. court of law.
FORM - may or may not be in writing - Usually in writing to be
enforceable
 PRE-NUPTIAL AGREEMENT

KNOW ALL MEN BY THESE PRESENTS:

This PRE-NUPTIAL AGREEMENT, entered into this _______

day of ___________________ 20___ in __________, by and
between JUAN DE LA CRUZ, and MARIA REYES, both of legal age,
and residing at
__________________________________________________________________.

WITNESSETH:

THAT the parties hereto are about to enter into a contract of

marriage, tentatively scheduled to take place sometime in
_____month_______ 20___;

THAT they hereby mutually agree that all the property, real
and personal, now owned by the future wife, MARIA REYES, shall
remain to be own exclusive and separate property, subject to her
disposition, administration, and enjoyment; while those of the
future husband, JUAN DE LA CRUZ shall likewise remain also to be
his own exclusive and separate property, subject to his absolute
disposition and administration;

THAT all properties and earnings acquired after marriage by

any party or jointly by both parties shall constitute conjugal
properties or funds which, among other common purposes, shall
defray or take care of family expenses, including the rearing and
education of future children that may be begotten or that may be
adopted during the marriage;

THAT this agreement shall take effect upon the celebration of

the marriage.

IN WITNESS WHEREOF, the parties hereto have signed their

names unto this document on the date and at the place first above
written.

JUAN DE LA CRUZ MARIA REYES

Future Husband Future Wife

SIGNED IN THE PRESENCE OF:

_________________________ __________________________
 ACKNOWLEDGMENT

Republic of the Philippines)

__________________________) SS.

BEFORE ME, a Notary Public in and for __________________,

Philippines, this ____________________ personally appeared:

Name Res. Cert. No./ Date/Place

JUAN DELA CRUZ ___________ ___________

MARIA REYES ___________ ___________

Known to me and to me known to be the same persons who

executed the foregoing instrument and acknowledged to me that the
same is their free and voluntary act and deed.

WITNESS MY HAND AND SEAL, on the date and place first

above written.

Notary Public
Doc. No.______;
Page No. ______;
Book No.______;
Series of 20___.
 CONTRACT OF EMPLOYMENT

KNOW ALL MEN BY THESE PRESENTS:

This Contract of Employment is executed this _____________ at

Makati City by and between made this (insert date) by:

ABC INC. a corporation duly organized and existing in

accordance with laws of the Republic of the Philippines, with
principal office at _____________________, represented in this act by
its President, (state name), hereinafter referred to as the
EMPLOYER;

-AND-

(state name of employee), of legal age, Filipino and resident of

(state address), herein referred to as the EMPLOYEE.

WITNESSETH: THAT –

WHEREAS, the Employer is engaged in business process

outsourcing (BPO);

WHEREAS, Employee manifests and guarantees that he/she

possesses the requisite qualities and competencies needed by the
Employer in the conduct and course of its business;

NOW THEREFORE, the parties hereby agree as follows:

1. APPOINTMENT

Employee is hereby appointed as DATA COLLECTION AGENT

under probationary status for a period of six (6) months reckoned
from the first day of actual work.

2. COMPENSATION:

Employee will receive a gross basic monthly rate of

PHP__________________, subject to withholding tax, SSS premiums,
Pag-ibig contributions, Philhealth dues and other government-
required deductions. In addition, EMPLOYER will pay the
mandatory 13th month salary at the end of each calendar year and
EMPLOYER may at its discretion provide performance bonuses.
Annual and incremental salary adjustments and merit increases
may be effected on a case to case basis and upon the
recommendation of the immediate manager and upon approval of
management.

3. REGULARIZATION OF EMPLOYMENT

By the end the end of the six-month probationary period,

depending on the recommendations of the immediate
supervisor/manager, Employee will become a regular employee of
the company entitled to all company benefits and privileges enjoyed
by regular employees;

4. VACATION AND BENEFITS

Upon regularization, Employee will be entitled to seven (7)

days vacation and seven (7) days sick leave for each year of actual
employment, Employee is expected to accrue leaves before he can
apply for it. Since leave credits are not convertible to cash,
Employee is strongly encouraged to use all leave credits earned
during the calendar.

5. DUTIES AND RESPONSIBILITIES

Employee shall perform the duties and responsibilities that his

position or job necessarily entails, as may be contained in his job
description or as may be reasonably assigned to him by the
company from time to time. The specific duties and responsibilities
of Employee are contained in the corresponding Scope of Work and
Job Description, which herein Employee acknowledges to have read
and understood as a condition for his regularization and
entitlement to other benefits and promotion.

Employee is obliged to perform his duties loyally,

independently and industriously to help meet the goals and
objectives of the Company and is expected to carry out these
responsibilities to the best of his knowledge and abilities in order to
protect and advance the interests of the Company, its principals,
and its employees.

6. PLACE OF WORK

Employee’s primary place of work will be Cebu, Philippines,

Employee agrees that Employer may transfer him to any other
location as may be required by the exigencies of the business, the
organizational requirements of the company and the responsibilities
of Employee’s position. Employee may be required to travel from
time to time.

7. HOURS OF WORK

Employee shall render a minimum of eight (8) hours of work

per day and report for work at least five (5) days per week. It is
understood that Employee is being employed with a level of
confidence and degree of responsibility that may further require
him to render work beyond normal business hours for which
Employee may be justly remunerated.
8. OVERTIME WORK

In case the demands of business or the company would

require Employee to work more than his regular work schedule, he
may be required to render overtime work and shall be entitled to
overtime pay as provided by law. Overtime work is not compensable
for managerial employees unless otherwise declared by
management.

9. DECORUM

Employee shall observe and comply with all company rules

and regulations written or otherwise. Employee shall devote his
entire working time to the Employer and shall have no direct or
indirect interest in any firm or entity, whether for profit or not,
directly in competition with or offering the same services as
Employer nor shall Employee take any interest that is conflicting or
inimical to Employer.

10. NON-COMPETITION AFTER EMPLOYMENT

In the event Employee is separated or terminated from

employment for whatever reason, he shall not seek employment in a
local or foreign firm doing business in the Philippines nor establish
or set up a business offering similar services for a period of one (1)
year from date of separation or termination, without the prior notice
to Employer.

11. INTELLECTUAL PROPERTY

The Company shall be entitled to sole ownership of any

intellectual property rights including but not limited to software
programs, hardware specifications and other property rights
created, developed and discovered by Employee while in the course
of his employment with the Company, including all registrations for
the same.

12. NON-DISCLOSURE

Employee acknowledges and confirms that this contract must

remain confidential. Except as may be legally required by competent
authority or applicable statutes, the parties hereto shall not make
any unauthorized disclosures of the terms and conditions embodied
in this contract.

13. CONFIDENTIALITY

In order to safeguard the Company’s interest and the

confidentiality of its business and affairs, Employee agrees that
during the term of his employment and from and after the actual
cessation of his employment he shall maintain strict confidentiality
and shall not disclose any technical, business, financial or
commercial information, methods, processes, inventions (whether
covered by intellectual property protection or not or whether
marked confidential or not) including but not limited to: customers.
customer lists or requirements, price lists, pricing structures,
marketing and sales information, business plans or dealings,
employees or officers, financial information, product lines, research
activities, plans, designs and formula, whether authored by
employee or otherwise.

Failure to comply with this confidentiality undertaking shall

be construed and considered as gross Misconduct and shall be
deemed a ground for the termination of his employment.

14. UNDERTAKING

Employee shall work exclusively for the benefit of the

company. Employee warrants that he shall comply with all his
undertakings and obligations set forth in this Contract and shall
indemnify Employer of any actual losses, damages, costs and
expenses, including attorneys’ fees incurred as a result of the
breach of this Agreement or his willful act, omission, fraud or
negligence.

15. TERMINATION

Employer reserves the right to terminate or cancel this

Contract after observing due process for just or valid causes.
Termination may be due to any. But not necessarily limited to the
following:

 Inefficiency;
 Incompetence;
 Tardiness;
 Insubordination;
 Breach of confidentiality and non-disclosure
 Violation of company’s intellectual property rights
 Just and authorized causes enumerated in Article 282. 283.
And 284 of the labor code;
 Other causes provided in the Company Rules and Regulations;
and
 Other analogous causes.

16. ACCEPTANCE OF TERMS AND CONDITIONS OF

EMPLOYMENT

Employee’s affixing of his signature on the herein Employment

contract means that:

 Employee has read and fully understood the terms and

conditions hereof and accepts the same;
  The terms and conditions for the regularization of his
employment have been clearly communicated to and accepted
by him/her at the time of his engagement.

IN WITNESS WHEREOF, we hereunto affix our signatures on

the date and at the place first above written.

ABC INC. _________________

Employer Employee

By:

________________________
President

Signed in the presence of:

___________________ _____________________

ACKNOWLEDGMENT

Republic of the Philippines)

_____________________ ) SS.

BEFORE ME, a Notary Public for and in

___________________________ this ______________________ personally
appeared the following persons whose identities I have confirmed
through competent evidence of identity bearing their pictures and
signatures as described below:

NAME TYPE OF ID. NUMBER DATE AND PLACE OF ISSUANCE/EXPIRY DATE.

____ ____ 10101010 Jan. 09, 20__/ City of Manila

Known to me and to me known to be the same persons who

executed the foregoing instrument and acknowledged to me that the
same is their free and voluntary act and deed.

WITNESS MY HAND AND SEAL, on the date and place first

above written.

Notary Public
Doc. No.______;
Page No. ______;
Book No.______;
Series of 20___.
 GENERAL POWER OF ATTORNEY

KNOW ALL MEN THESE PRESENTS:

I, (Name of Principal), of legal age, single/married to (Name of

spouse if any), Filipino, a resident of (Address), do hereby name,
constitute, and appoint (Name of Agent /Attorney-In-Fact), to be my
true and lawful attorney, for me and in my name, place, and stead,
to do and perform the following acts and things to wit:

To ask, demand, collect any and all sums of money, sue to

recover debts, dues, accounts, dividends, legacies, bequests,
interests , and other things of value of whatever nature or kind as
may now be or may hereafter become due owing, payable or
belonging to me, and to have, sue, and to take any all lawful ways
and means for the recovery thereof by suit, attachment,
compromise or otherwise;

To make, sign, execute, and deliver contracts, agreements,

documents and other writings of whatever nature or kind, with any
and all third persons, entities or concerns, upon terms and
conditions acceptable to my said attorney;

To delegate in whole or in part any all of the powers herein

granted or conferred, by means of an instrument in writing, favor of
any third persons whom my said attorney may select;

HEREBY GIVING AND GRANTING unto my said attorney full

power and authority whatsoever requisite or necessary or proper to
be done in and about the premises as fully to all intents and
purposes as I might and could lawfully do if personally present,
with power of substitution and revocation, and hereby, ratifying and
confirming all that my said attorney or his substitute shall lawfully
do or cause to be done under and by virtue of these presents.

IN WITNESS WHEREOF, We have hereunto affixed our

signatures this ___________ day of ____________________ , 20__ in
______________________, Philippines.

________________ __________________
(Principal) (Agent/Attorney-In-Fact)
Signed in the presence of:

_____________________________ ______________________________

ACKNOWLEDGEMENT

Republic of the Philippines)

_________________________) S.S

BEFORE ME, personally appeared:

Name CTC Number

Date/Place Issued

(Name of Principal) 10000000

February 24, 20__ / Paranaque City
(Name of Agent) 10000000
January 28, 20__ / Mandaluyong City

Known to me and to me known to be the same persons who

executed the foregoing instrument and acknowledged to me that the
same is their free and voluntary act and deed.

WITNESS MY HAND AND SEAL, on the date and place first

above written.

Notary Public

Doc. No.______;
Page No. ______;
Book No.______;
Series of 20___.
 SPECIAL POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS:

WE, (Insert Name of Principal) single/married (insert name of

spouse if married), of legal age, with residence and postal address at
(Address) do hereby APPOINT (Insert name of Agent /Attorney-In-
Fact)) single/married (insert name of spouse if married), likewise of
legal age, with postal address at (Address) as our true and legal
representative to act for and in our name and stead and to perform
the following acts:

To sell, offer for sale, and come to an agreement as to

the purchase price and thereafter to sign for us and in our
name and receive payment from the sale of our property more
particularly described as follows: (Insert Description of
Property)

HEREBY GRANTING unto our representative full power and

authority to execute and perform every act necessary to
render effective the power to sell the foregoing properties, as
though we ourselves, have so performed it,
and HEREBY APPROVING ALL that he may do by virtue hereof
with full right of substitution of his person and revocation of this
instrument.

IN WITNESS WHEREOF , WE HAVE HEREUNTO SET OUR

HANDS THIS ____ DAY OF _______________ 20__, AT (Insert Place of
execution of this Instrument).

_____________________________ _________________________________

(Name of Principal) (Name of Agent /Attorney-In-Fact)

Signed in the presence of:

_____________________________ _________________________________
 ACKNOWLEDGMENT

Republic of the Philippines )

_________________________ ) S.S

BEFORE ME, personally appeared:

Name CTC Number Date/Place Issued

(Name of Principal) 10000000 Jan 9, 20__ / Angeles City

(Name of Agent) 10000000 Jan 6, 20__ / City of Manila

Known to me and to me known to be the same persons who

executed the foregoing instrument and acknowledged to me that the
same is their free and voluntary act and deed.

WITNESS MY HAND AND SEAL, on the date and place first

above written.

Notary Public

Doc. No.______;
Page No. ______;
Book No.______;
Series of 20___.