MEMORANDUM OF AGREEMENT

KNOW ALL MEN BY THESE PRESENTS:

This MEMORANDUM OF AGREEMENT made and entered into this

_____ day of _________________________at __________________________,
by and between:

______________, a private hospital and medical services provider duly

organized and existing under Philippine laws located at
_____________________________, herein represented by its Medical Director
_____________, M.D., M.H.A., hereinafter referred to as the FIRST PARTYfor
brevity;

-and-

LORDS AGAPE RECOVERY CENTER INC., aDrug Rehabilitation Center

duly organized and existing as a corporation under the laws of the Republic of
the Philippines, with an office address ________________, represented by its
Executive Director/President ______________ and herein after called as the
SECOND PARTY.

(Both of which are hereinafter jointly referred to as the PARTIES)

WIT N ESSETH:

WHEREAS, the FIRST PARTY is a medical institution possessing

sufficient medical facilities, physicians/medical practitioners and other medical
professionals who can attend to emergency cases needing immediate treatment
and/or attendance.

WHEREAS, the SECOND PARTY desires to engage the medical and

clinical services being offered by the FIRST PARTY, inclusive of the services of
the latters duly trained and experienced doctors/physicians, medical
professionals, to ensure that any medical emergencies that may be encountered
by the SECOND PARTY, its rehab patients, officers and staffs may be properly
and promptly attended to.

WHEREAS, the FIRST PARTY is amenable to accommodate the said

engagement under such conditions set forth herein.

NOW THEREFORE, for and in consideration of the foregoing premises,

the PARTIES, hereby mutually and jointly agree to the following terms and
conditions:
1. That the FIRST PARTY shall be the provider of clinical and medical
assistance, care, examinations (check-ups), in case of emergency,
which may include Complete Blood Count, Urinalysis, Fecalysis, X-Ray
(PA view), 12 lead ECG, Drug Test, Fasting Blood Sugar, SGPT,
SGOT, Physical Examination services and any other health services, as
the FIRST PARTY deemed it reasonable, necessary and applicable
under the given circumstances, and which shall be performed by its
duly licensed and trained health and medical personnel, to persons
under rehabilitation in the rehabilitation facilities of the SECOND
PARTY.

2. That the FIRST PARTY shall be the Referral Hospital for the
persons/patients under rehabilitation, being referred by the SECOND
PARTY and that the former (FIRST PARTY) hereby undertakes to
provide necessary certifications and outpatient consultations to persons
referred by the SECOND PARTY.

3. The foregoing contractual engagement between the two institutions

shall be free-of-charge.

4. However, the medical expenses/fees/charges incurred for the services

rendered by the FIRST PARTY to the persons/rehab patientsreferred
by the SECOND PARTY shall not be free and whatever amount due
shall be settled to the FIRST PARTYby way of an outright/up-front
payment in cash for every services availed by such persons/rehab
patients from the SECOND PARTY.

5. The FIRST PARTY hereby undertakes to comply with all the health and
medical standards, rules and regulation as well as applicable governing
provisions of the law, regulations and/or ordinances, now in force or to
be effected hereafter. Moreover, in the providing the required medical
services, the FIRST PARTY shall ensure that appropriate safety
procedures are in place.

6. If any provisions of this Memorandum of Agreement is declared to be

illegal, void, invalid, unenforceable or ineffective by any competent
Court of law or authority, such declaration shall not affect the legality,
validity, and enforceability of the other provisions of this document and
solely the affected provisions shall be deleted from this document and
no longer incorporated herewith but all other provisions of this
document shall continue to remain effective and shall be honored by
the parties hereto.
 7. This Agreement represents the entire agreement between the
PARTIES and supersedes all previous oral and written
communications, representations, or agreements between the parties.

8. Likewise, the foregoing Agreement shall take effect on the date of

signing and notarization and is automatically renewed for the same
period from year to year, unless sooner terminated upon written notice
served by either of the PARTIES to the other Thirty (30) daysprior to the
date of termination.

IN WITNESS WHEREOF, the parties hereunto signed the foregoing

MEMORANDUM OF AGREEMENTthis ___________ day of
___________________ at _____________________.

______________________ ______________________
FIRST PARTY SECOND PARTY

By: By:

_____________________, M.D., M.H.A. ________________________

Medical DirectorExecutive Director/President

SIGNED IN THE PRESENCE OF:

____________________ ____________________

Republic of the Philippines )

_____________________ ) S.S

ACKNOWLEDGMENT

BEFORE ME, a NOTARY PUBLIC for and in ________________________, this

____________________________ at _____________________________,
personally appeared the following persons showing me, pursuant to the 2004
Rules on Notarial Practice, their respective Competent Evidence/Proof of Identity
indicated herebelow, to wit:
and who represented, declared and affirmed to me that they are the same
persons who executed the foregoing instrument and acknowledged to me that
the same is their true, free and voluntary act and deed as well as that of the
corporations herein represented.

This instrument, consisting of FOUR(4) PAGES has been signed by the

parties on the signature page hereof, has been sealed with my notarial seal and
relates to a MEMORANDUM OF AGREEMENT.

WITNESS MY HAND AND SEAL, this ______________________ at

_________________________.

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