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EMPLOYMENT CONTRACT

KNOW ALL MEN BY THESE PRESENTS:

This Employment Contract (“Contract”) made and entered into by and between:

FOOTWEAR SPECIALTY RETAILER, INC., a corporation duly

organized and existing under and by virtue of the laws of the
Republic of the Philippines with principal office address at 6th Floor,
New Solid Building, Gil J. Puyat Avenue, Makati City, represented by its
HR and Admin Manager, MS. MARY JOY L. MADRIDIJO, and
hereinafter referred to as “COMPANY”,

- AND -

GRACIEL JOY S. SANTOS, of legal age, Filipino, and residing at 20

Pugong Ginto St., Brgy. Santa Monica, Novaliches, Quezon City and
hereinafter referred to as “EMPLOYEE”;

(COMPANY and EMPLOYEE shall hereinafter be collectively referred to

as “Parties” and each as “Party”)

WITNESSETH: THAT —

WHEREAS, EMPLOYEE desires to work for the COMPANY and the latter has decided
to engage the services of the former as an employee in its business of retail
merchandising in the Philippines;

NOW, THEREFORE, for and in consideration of the foregoing premises and the mutual
covenants and agreements set forth herein, the Parties hereto agree as follows:

Section 1. EMPLOYMENT – COMPANY hereby hires and employs EMPLOYEE with

the title Cashier and EMPLOYEE accepts such employment with COMPANY under the
terms and conditions herein contained.

Section 2. TERM – EMPLOYEE agrees to undergo training and probationary

employment for a period not exceeding six (6) months from May 3, 2024 to October 30,
2024. EMPLOYEE shall attain regular status only upon the expiration of said period
unless he/she is sooner terminated by COMPANY for just cause or for failure to qualify
as a regular employee in accordance with the reasonable standards set by COMPANY
which was communicated to EMPLOYEE at the time of his/her employment.

EMPLOYEE shall undergo a periodic evaluation of his/her job performance in

accordance with the standards of COMPANY. EMPLOYEE must maintain a satisfactory
performance rating, otherwise, the COMPANY shall have the option to terminate his/her
employment.

Section 3. EMPLOYEE’S UNDERTAKINGS – In view of his/her engagement,

EMPLOYEE agrees to:

a. Perform the services required of him/her, faithfully, diligently, to the best of

his/her ability and to the satisfaction of COMPANY;

b. Devote all his/her working time, attention, labor, and skill to the performance of
his/her duties for the interest, profit, benefit, and advantage of COMPANY;

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 c. Fulfill all the assigned duties and responsibilities of his/her position as stated in
the Job Description (Annex A) signed and acknowledged by EMPLOYEE.
EMPLOYEE further agrees to perform all other tasks, duties and services, and
assume such other responsibilities as COMPANY, its officers, or agents, shall,
from time to time, direct and which may be of a nature properly belonging to the
functions of his/her position or may be incidental thereto;

d. Comply with all current policies and procedures and any future policies and
procedures which may be implemented by the COMPANY for the whole duration
of his/her employment.

Said responsibility shall be binding to EMPLOYEE without the need for

COMPANY to execute any written instrument or signed acknowledgement from
EMPLOYEE evidencing the receipt and perusal of the said policies and
procedures provided that such were made available through, but not limited to, the
following documents: email, memoranda, manuals, newsletters, contracts,
agreements, catalogues, etc., and activities, such as: trainings, meetings,
orientations, etc.

EMPLOYEE agrees that COMPANY reserves the right to introduce, revise,

amend, replace, or remove policies and procedures from time to time within its
sole discretion to reflect the changing needs of the business and that such
introduction, revision, amendment, replacement, or removal does not and will not
constitute a breach of this agreement.

Further, EMPLOYEE agrees that breaches to company policy and procedure may
result in disciplinary action up to and including dismissal, as may be deemed fit
by COMPANY, after appropriate investigation and due process;

e. Exercise and adhere to all property management policies and procedures covered
under the EMPLOYEE’S functional role to ensure that the assets and property of
the COMPANY under the EMPLOYEE’S custody or supervision (including, but
shall not be limited to, cash sales and other forms of tender, cash funds,
merchandise, non-merchandise items, accountable forms/documents, computer-
related items, software licenses/access keys, equipment, tools, supplies,
consumables, materials, etc.) are secured and accounted for.

EMPLOYEE agrees to be liable for losses and damages to COMPANY property

due to, but not limited to, the following: 1) failure to properly exercise/execute
company policies and procedures, and 2) negligence of duty/carelessness. The
EMPLOYEE further agrees to compensate the COMPANY for the fair value of
the said losses and damages after appropriate investigation and due process;

f. Not be interested, directly or indirectly, in any business or undertaking of a

similar nature to, or which may compete with that of COMPANY for the duration
of his/her employment with COMPANY. A violation of this provision shall be a
sufficient ground for termination of employment of EMPLOYEE; and

g. Upon the termination of EMPLOYEE, for any cause whatsoever, or at any other
time upon the request of COMPANY, EMPLOYEE shall deliver to COMPANY
all papers and documents, including correspondences, lists of customers, notes,
memoranda, plans, models, samples, or drawings and other documents of
whatever nature or for any purposes, made or compiled by, delivered to, or
otherwise found in the possession of EMPLOYEE during his/her employment
relating to the business, finances, or affairs of COMPANY. The Parties hereby
agree that all property rights pertaining to said papers, documents, samples, or
models shall, at all times, be vested in COMPANY.

Section 4. COMPENSATION – EMPLOYEE shall receive a monthly compensation,

details of which are specified in a separate document.

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Section 5. CONFIDENTIALITY –

a. Confidential Information. “Confidential Information” means valuable, non-

public, or otherwise competitively sensitive data and information relating to
COMPANY, its businesses, or operations, including but not limited to any
information relating to all current or future information, know-how, business plan,
technique, methods, tools, hardware or software, trade secrets, any patent or
patent application, and any other information or data relating to development,
design, operation, manufacturing, marketing, finance, or sales of COMPANY.
For the purposes hereof, information shall not be treated as, and shall not be
deemed to be, Confidential Information, if such information:

i. has been or becomes generally available to the public other than as a result
of a disclosure by EMPLOYEE in violation of Section 6, Clause (b)
below;
ii. was available to EMPLOYEE on a non-confidential basis prior to its
disclosure hereunder; or
iii. has been or becomes available to EMPLOYEE on a non-confidential basis
when the source of such availability is entitled, to the best knowledge of
EMPLOYEE, to make such disclosure to such Party

b. Non-Disclosure. EMPLOYEE shall not, without the express prior written

consent of COMPANY which owns the Confidential Information, transfer,
redistribute, market, publish, disclose or divulge to any person or entity or allow
the same to be used or modified for use, directly or indirectly, in any way for any
person or entity.

EMPLOYEE shall likewise exert his/her best effort to prevent the unauthorized
use, publication, or disclosure of the Confidential Information.

c. Cooperation. EMPLOYEE agrees to cooperate with any reasonable

confidentiality requirement of COMPANY. EMPLOYEE shall immediately
notify COMPANY of any unauthorized disclosure or use of COMPANY’s
Confidential Information of which EMPLOYEE becomes aware of.

d. Permissible Disclosure. EMPLOYEE shall be permitted to disclose Confidential

Information only if a court or a competent government authority requires such
disclosure, or if required in order to perform its obligations under this Contract.
EMPLOYEE shall use its best efforts to limit the disclosure to the greatest extent
possible consistent with its obligations under this Contract.

e. Notice, Limit, and Form of Disclosure. If EMPLOYEE must make a disclosure

in the circumstances contemplated under the preceding paragraph, it must give
COMPANY a 30-day prior written notice of the full circumstances of the required
disclosure and the information which it proposes to disclose, and it must consult
with COMPANY as to the form of the disclosure.

Section 6. PLACE OF WORK – EMPLOYEE shall observe and keep such working
hours as are demanded by his/her position at the principal office of COMPANY or such
offices as may be designated by COMPANY.

Section 7. REMEDIES FOR BREACH –

a. Actual Damages. Any Party who, by act or omission, commits a violation or

breach of any of the provisions of this Contract shall be liable to the other for
actual damages without prejudice to all other reliefs to which the aggrieved Party
may be entitled hereunder.

b. Liquidated Damages. In the event of violation or breach by EMPLOYEE of any

of the provisions of this Contract, he/she shall pay to COMPANY the sum of
ONE HUNDRED THOUSAND PESOS (Php 100,000.00) as liquidated
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 damages for the injury caused to the COMPANY by reason of such breach. This
shall not constitute a waiver by COMPANY of, but shall be in addition to, any
other appropriate remedy to which it may be entitled under the law or to any other
just or equitable reliefs available.

c. Other Reliefs for Breach of Confidentiality Provisions. The Parties

acknowledge that damages would not be an adequate remedy for a breach of the
provisions on confidentiality; hence, COMPANY is entitled to the remedies of
injunction, specific performance, and other equitable reliefs against EMPLOYEE
for a threatened or actual breach of these provisions.

Section 8. MISCELLANEOUS –

a. Independent Clause. This Contract is separate and distinct from other contracts,
if any, that the Parties may agree to execute, now or in the future, such as travel
agreements and the like. It shall be understood that this Contract shall be
enforceable and binding between the Parties independently of the existence of
other future contracts.

b. Notices. All notices and requests hereunder shall be in writing and shall be
delivered in person or by certified or registered mail, postage prepaid to the
address of the other party as above indicated. Such notices and requests shall be
deemed delivered on the day on which the same was received if personally
delivered, or if delivered by mail, on the date of its receipt as evidenced by a post
office receipt furnished to the sender.

Either Party may change his or its address for receipt of notices and requests
hereunder by notice duly given to the other Party in accordance with the
provisions of this section.

Notice to COMPANY shall be addressed as follows:

FOOTWEAR SPECIALTY RETAILERS, INC.

6/F New Solid Building
Sen. Gil Puyat Avenue, Makati City

Notice to EMPLOYEE shall be addressed as follows:

ADDRESS: 20 Pugong Ginto St., Brgy. Santa Monica, Novaliches, Quezon City

c. Entire Agreement. This Contract comprises the entire agreement between Parties
hereto with respect to the subject matter hereof and supersedes all previous
representations, understanding and agreements, oral or written between the Parties
with respect to the subject matter hereof.

d. Survival. The provisions of this Contract relating to confidentiality shall survive

the termination of this Contract however caused, and shall continue thereafter in
full force and effect in accordance with their terms.

e. Amendment. No modification or amendment of this Contract shall be effective

unless made in writing and signed by the Parties.

f. Non-waiver of Rights. In no event shall any delay, failure or omission on the part
of any of the Parties in enforcing or pursuing any right, power, privilege, claim or
remedy, which is conferred by this Contract, or arises under this Contract, or
arises from any breach by another Party of any of its obligations hereunder, be
deemed to be or be construed as a waiver thereof, or of any other such right,
power, privilege, claim or remedy, in any other instance at any time or times
thereafter.

g. Severability. In case any one or more of the terms or provisions contained in this
Contract shall for any reason be held invalid, illegal, unenforceable, such
invalidity, illegality or unenforceability shall not affect any other terms or
provisions hereof, but such term or provision shall be deemed modified or deleted
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 as or to the extent required by applicable law. Such modification or deletion shall
not affect the validity of the other terms or provisions of this Contract.

h. Heading of No Effect. The headings and captions hereof have been inserted
solely for convenience of reference, and shall in no way define, limit, or describe
any of the provisions of this Contract.

i. Governing Law. The laws of the Philippines shall govern all questions relative to
the interpretation and construction of this Contract and to the performance hereof.

j. Venue of Action. In case any dispute relating to this Contract and/or rights of the
Parties hereunder is brought before a court, the same shall be brought exclusively
before the proper court of Makati City.

IN WITNESS WHEREOF, the Parties have hereunto signed this Contract this
____ day of __________ in Makati City.

FOOTWEAR SPECIALTY RETAILERS, INC.

By:

MS. MARY JOY L. MADRIDIJO GRACIEL JOY S. SANTOS

HR and Administrative Manager Employee

Signed in the Presence of

____________________________ ________________________

ACKNOWLEDGEMENT

REPUBLIC OF THE PHILIPPINES)

MAKATI CITY ) S.S.

BEFORE ME, a Notary Public for and in Makati City, personally MS. MARY
JOY L. MADRIDIJO, with SSS# __________________ as HR and Admin Manager of
Footwear Specialty Retailers, Inc. and GRACIEL JOY S. SANTOS with SSS#
___________________, known to me and to me known to be the same persons who
executed the foregoing Agreement, and they both acknowledged to me that the same is of
their own true act and voluntary deed as well as the true act and voluntary deed of the
corporation Ms. Madridijo represents.

This instrument consisting of five (5) pages including this page wherein the
acknowledgment is written are signed by the parties and their instrumental witnesses on
each and every page hereof.

WITNESS MY HAND AND SEAL, this ____day of _____________ at Makati

City.

Doc. No. _______;

Page No. _______;
Book No. _______;
Series of _______.

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