Draft Memorandum of Understanding Skitz Outsource 1

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MEMORANDUM OF UNDERSTANDING
This Memorandum of Understanding is made and entered into on this day of
June 30, 2021 by and between:
I-HAP BPO SERVICES, a sole proprietorship company and

existing under the law of the Republic of the Philippines, with
principal place of business located at Mainline street, PLDT Village,
Talomo, Davao City, 8000 Davao del Sur, herein represented by its
CEO FRANCO U. EDER, JR., now and hereinafter referred to as
the “VENDOR-FIRST PARTY”;
AND
Skitz Outsource, a sole proprietorship and existing under the laws

of the Philippines, place of business located at Sarillana-Canque
Building, Rizal Street, South Poblacion, Naga Cebu, herein
represented by its CEO Annie Marie Elizan, now and hereinafter
referred to as the “CENTER-SECOND PARTY”.
WITNESSETH:
 WHEREAS, I-HAP BPO SERVICES is engaged in the business of providing business

campaigns and related services to its customers, including the services contemplated
by this Agreement;
 WHEREAS, Skitz Outsource CENTER/COMPANY providing consultation ideas,

tutoring and IT-based support and services to its clients, including customer support,
virtual assistance and outbound/inbound sales, among others.
 WHEREAS, the CENTER-SECOND PARTY has represented and warranted its

qualifications and competence for the tasks needed, and offered its services to the
VENDOR-FIRST PARTY for the period stated herein, and that the VENDOR-FIRST
PARTY has accepted the offer;
 WHEREAS, the VENDOR-FIRST PARTY has agreed to allocate to the CENTER-

SECOND PARTY one (1) slot of the DONATION CAMPAIGN “The CAMPAIGN”,
consisting minimum of FOURTEEN (14) seats;
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NOW THEREFORE, for and in consideration of the foregoing premises and the terms
and conditions hereunder stipulated, the parties hereto have agreed, as they hereunto agree,
and stipulate as follows:
1. The CENTER-SECOND PARTY WILL PAY to the VENDOR-FIRST PARTY a

consultancy fee in the amount of (PHP20,000.00) for the consisting minimum of
FOURTEEN (14) seats allocation in the CAMPAIGN; and the other half
(PHP30,000.00) will be on the next week ranging (July 06 - 11, 2021). As per
agreed both parties right after the CF the meet and greet which is virtually with
the client will be schedule once payment is completed.
2. The VENDOR-FIRST PARTY will provide such CAMPAIGN in accordance with

the specifications set forth on the CAMPAIGN OUTLINE attached hereto and
made a part of by reference.
3. In the event that the CAMPAIGN is shown to be non-profitable the VENDOR-

FIRST PARTY agrees to refund the consultancy fee of (PHP50,000.00), or the
VENDOR-SECOND PARTY will give another slot of “CAMPAIGN” to the
CENTER-SECOND PARTY;
4. This Memorandum of Understanding, as well as the CAMPAIGN OUTLINE

may be amended from time to time by written mutual agreement of the parties;
5. The VENDOR-FIRST PARTY AND CENTER-SECOND PARTY agree that the

BILLABLE SALARY IS $3.25 PER AGENT PER HOUR.
 MANAGEMENT PERSONNEL IS NON-BILLABLE

 PRODUCT KNOWLEDGE TRAINING IS BILLABLE FOR THREE (3)
WEEKS OF TRAINING.
 SALARY IS SENT WEEKLY
6. That both parties agree that communication training and product knowledge
training will be handled by the client;
7. That both parties agree that the BOARDING TEAM SHALL CONSIST OF:
 1ST PROCESS: MOU TOGETHER WITH THE CF OR

CONSULTANT FEES
 2ND PROCESS: VIRTUAL MEETING WITH THE CLIENT
 3RD PROCESS: SCHEDULE OF THE TRAINING OF THE
AGENTS
 4TH PROCESS: AGENTS GOES LIVE
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8. MISCELLANEOUS
a. Any litigation initiated by either party involving this Memorandum of

Understanding shall be pursued exclusively in the courts of Davao City,
Philippines.
b. Each party takes legal and financial responsibility for the actions of its
respective employees, officers, agents and representatives. Each party
agrees to indemnify, defend and hold harmless the other to the fullest extent
permitted by law from and against any and all demands, claims, actions,
liabilities, losses, damages, and costs, including reasonable attorney’s fees,
arising out of or resulting from the indemnifying party’s acts or omissions
related to its participation under this Memorandum of Understanding.
c. This Memorandum of Understanding will be binding on the Parties and

their respective successors and permitted assigns.
d. Term. This Agreement shall begin on the effective date set on this
agreement and will end after the campaign was terminated either by non-
renewal or contract and/or written notice of termination due to a violation of
the terms in the Service Agreement. Also, in the process time if Service
Center back out while undergoing to the process in some reason that it has
nothing to do with the clients, the Consultancy fee will still be refunded.
However, it will be a total of 50% from the 100% payments did by the
service center.
e. Entire Agreement. This agreement constitutes the entire agreement among

parties hereto with respect to the transaction contemplated and supersedes
all prior agreements, understanding, letter of intent and negations, both
written and oral, among the parties with respect thereto.
f. All disputes between both parties would be handling under Philippines

Jurisdiction.
BREACH OF MOU: Centre understands that Client Information should not

be revealed in the course of mutual business with Consultant. And Centre
will not approach the client directly without any further information to the
Consultant. And Centre will not disclose any information of the client to any
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vendor, freelancer, associates or any other centers. That such information

should be kept completely confidential including program details, type of
program, payouts & payment schedules, source of payment, client site,
client portal, software’s , data(in any source) and including but not limited to
all such information that may be considered to be PRORIETORY in nature.
Centre hence hereby agrees that Consultant shall suffer minimum losses up
to a sum of 100,000 php in the event of sharing the Client Information with
any party(s) that may benefit directly or indirectly from the same, thus
circumventing Consultant from any further dealings with the Client through
the revelation of the above information. In such an event, Centre will be
liable, without any coercion, to pay Consultant an amount of 100,000 php
for each party to which this information was revealed
IN WITNESS WHEREOF, we hare unto affix our signature this _______________ at

___________________, Philippines.
I-HAP BPO SERVICES Skitz Outsource
FRANCO U. EDER JR Annie Marie Elizan

CHIEF EXECUTIVE OFFICER CHIEF EXECUTIVE OFFICER
SIGNED IN THE PRESENCE OF:
________________________ & _______________________

NAME OF WITNESSES
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ACKNOWLEDGMENT
REPUBLIC OF THE PHILIPPINES]

IN THE CITY OF DAVAO ]ss.
x----------------------------------------------x
BEFORE ME, appeared:
NAME IDENTIFICATION DETAILS/COMPETENT

EVIDENCE OF IDENTITY
I-HAP BPO SERVICES Driver’s License No. L02-14-014363
FRANCO U. EDER, JR.
Known to me to be the same person who executed the foregoing instrument and
acknowledged to me that the same is his free and voluntary act and deed as well as the free
and voluntary act and deed of the company he represents.
This instrument consisting of seven (7) pages refers to a MEMORANDUM OF

UNDERSTANDING (MOU), and the parties hereto together with their instrumental witnesses
have signed each and every page hereof.
WITNESS my hand and seal this ________________, at Davao City, Philippines.
Doc. No. ______;

Page No. ______;
Book No. ______;
Series of 2021.
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ACKNOWLEDGMENT
REPUBLIC OF PHILIPPINES]
IN THE CITY OF NAGA] ss.
x----------------------------------------------x
BEFORE ME, appeared:
NAME IDENTIFICATION DETAILS/COMPETENT

EVIDENCE OF IDENTITY
CHIEF EXECUTIVE OFFICER / Driver’s License/SSS NO.
Annie Marie Elizan
Known to me to be the same person who executed the foregoing instrument and
acknowledged to me that the same is her free and voluntary act and deed as well as the free
and voluntary act and deed of the company he represents.
This instrument consisting of seven (7) pages refers to a MEMORANDUM OF

UNDERSTANDING (MOU), and the parties hereto together with their instrumental witnesses
have signed each and every page hereof.
WITNESS my hand and seal this ________________, at __________________,

Philippines.
Doc. No. ______;

Page No. ______;
Book No. ______;
Series of 2021.
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O

I-HAP BPO SERVICES, a sole proprietorship company and

Skitz Outsource, a sole proprietorship and existing under the laws

 WHEREAS, I-HAP BPO SERVICES is engaged in the business of providing business

 WHEREAS, Skitz Outsource CENTER/COMPANY providing consultation ideas,

 WHEREAS, the CENTER-SECOND PARTY has represented and warranted its

 WHEREAS, the VENDOR-FIRST PARTY has agreed to allocate to the CENTER-

1. The CENTER-SECOND PARTY WILL PAY to the VENDOR-FIRST PARTY a

2. The VENDOR-FIRST PARTY will provide such CAMPAIGN in accordance with

3. In the event that the CAMPAIGN is shown to be non-profitable the VENDOR-

4. This Memorandum of Understanding, as well as the CAMPAIGN OUTLINE

5. The VENDOR-FIRST PARTY AND CENTER-SECOND PARTY agree that the

 MANAGEMENT PERSONNEL IS NON-BILLABLE

 1ST PROCESS: MOU TOGETHER WITH THE CF OR

a. Any litigation initiated by either party involving this Memorandum of

c. This Memorandum of Understanding will be binding on the Parties and

e. Entire Agreement. This agreement constitutes the entire agreement among

f. All disputes between both parties would be handling under Philippines

BREACH OF MOU: Centre understands that Client Information should not

vendor, freelancer, associates or any other centers. That such information

IN WITNESS WHEREOF, we hare unto affix our signature this _______________ at

I-HAP BPO SERVICES Skitz Outsource

FRANCO U. EDER JR Annie Marie Elizan

SIGNED IN THE PRESENCE OF:

________________________ & _______________________

REPUBLIC OF THE PHILIPPINES]

BEFORE ME, appeared:

NAME IDENTIFICATION DETAILS/COMPETENT

This instrument consisting of seven (7) pages refers to a MEMORANDUM OF

WITNESS my hand and seal this ________________, at Davao City, Philippines.

Doc. No. ______;

BEFORE ME, appeared:

NAME IDENTIFICATION DETAILS/COMPETENT

This instrument consisting of seven (7) pages refers to a MEMORANDUM OF

WITNESS my hand and seal this ________________, at __________________,

Doc. No. ______;

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