pagcor_guideline

Implementing Rules and Guidelines for the Foundations of Gaming System Administrators

PAGCOR

Gaming Licensing and Development Department Electronic Gaming Licensing Department

IMPLEMENTING RULES

AND GUIDELINES FOR

THE FOUNDATIONS OF

GAMING SYSTEM

ADMINISTRATORS

Revision No.: 0

Effectivity: Nov 18 me

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PAGCOR Gaming Licensing and Development Department Electronic Gaming Licensing Department Rev. No. Effectivity NOV 0 6 2925 0

EXECUTIVE SUMMARY

The Philippine Amusement and Gaming Corporation (PAGCOR), as the regulator of electronic games in the country, recognizes the importance of requiring qualified Gaming System Administrators to establish a foundation with the objective of contributing to nation-building programs by responding to the needs of communities.

The Implementing Rules and Guidelines (IRG) for the Foundations of Gaming System Administrators serves as a comprehensive guide to the operational procedures of Foundations, from project concept approval, project implementation up to its completion.

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TABLE OF CONTENTS

PARTI.GENERAL PROVISIONS

SECTION 1.TITLE 5

SECTION 2.PURPOSE 5

SECTION 3.CONSTRUCTION 5

SECTION 4.DECLARATION OF POLICY 5

PART II.POWERS OF THE PARTIES

RULE 1.PAGCOR BOARD OF DIRECTORS 6

RULE 2.THE FOUNDATION. 6

PART IIIGUIDELINES FOR CREATION AND OPERATION OF THE FOUNDATION

RULE 1.CREATION

SECTION 1.FOUNDATION 6

SECTION 2.INCORPORATION 6

SECTION 3.SECURITIES AND EXCHANGE COMMISSION (SEC) REQUIREMENTS FOR REGISTRATION 6

RULE 2.OPERATION

SECTION 1.MAIN SOURCE OF FOUNDATION FUNDS 7

SECTION 2. DISBURSEMENTS ....

SECTION 3.UTILIZATION OF FOUNDATION FUNDS 7 SECTION 4.STAGES OF PROJECT IMPLEMENTATION 9

PART IV.DOCUMENTARY REQUIREMENTS OF PAGCOR

SECTION 1.INCORPORATION/SEC REGISTRATION PAPERS 10

SECTION 2.FINANCIAL RECORDS 10

SECTION 3.MONTHLY SUBMISSION 10

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SECTION 4.SEMI-ANNUAL REPORT 11

SECTION 5.ANNUAL SUBMISSION 11

PART V. DISSOLUTION 11

ANNEXES

ANNEX A:FLOWCHART FOR PROCEDURAL GUIDELINES FOR FOUNDATION PROJECTS 12

ANNEX B:SAMPLE TEMPLATE FOR REQUEST FOR PROJECT CONCEPT APPROVAL 13

AUTHORITY TO PROCEED (ATP) ANNEX C: SAMPLE TEMPLATE FOR REQUEST FOR ISSUANCE OF 15

ANNEX D:SAMPLE MEMORANDUM OF AGREEMENT 16 ANNEX E: SAMPLE DEED OF DONATION WITH ACCEPTANCE 25

ANNEX F:ATP TEMPLATE 28

CREDIT(COC). ANNEX G:SAMPLE REQUEST FOR ISSUANCE OF CERTIFICATE OF 30

ANNEX H: COMPLIANCE VERIFICATION CHECKLIST FORM 32 ANNEX I: COC TEMPLATE 34 ANNEX J: SAMPLE CERTIFICATE OF ACCEPTANCE 35

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DEFINITION OF TERMS

.Board -- refers to PAGCOR Board of Directors.

.EGLD -- refers to Electronic Gaming Licensing Department.

. Foundation - refers to a non-stock, non-profit corporation established for the

purpose of extending grants or endowments to support its goals or raising funds to accomplish charitable, religious, educational, athletic, cultural, literary

scientific, social welfare or other similar objectives.1 This also refers to the beneficiary foundation created and established by the Gaming System Administrator as reguired under the accreditation issued by PAGCOR.

Gaming System Administrators (GSA) - refers to the entity accredited by

PAGCOR to provide the necessary electronic gaming service along with its suite of games to PAGCOR-licensed gaming venues per specific game offering.

Gender and Development (GAD) Program - refers to the development perspective and process that is participatory and empowering, equitable, sustainable, free from violence, respectful of human rights, supportive of self- determination and actualization of human potentials2. It seeks to achieve gender

equality as a fundamental value that should be reflected in development choices.

Gross Gaming Revenues (GGR) - is equal to total Gross Bets placed less

Payouts to players, where payout shall be the total amount paid to players.

. Licensed Land-Based Casino (LLBC) --refers to land-based integrated resort or

casino licensed by PAGCOR to operate a casino.

Non-Stock Corporation - Pursuant to the Revised Corporation Code of the

Philippines and subject to its provisions on dissolution, a non-stock corporation is

one where no part of its income is distributable as dividends to its members,

trustees or officers; Provided, That any profit which a non-stock corporation may

2 Republic Act No. 9710 (Magna Carta of Women) 1 Section 1 of SEC Memorandum Circular No. 8 Series of 2006

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obtain incidental to its operations shall, whenever necessary or proper, be used for the furtherance of the purpose or purposes for which the corporation was

organized, subject to the provisions of the Code.3

PAGCOR - refers to the Philippine Amusement and Gaming Corporation

. Rules -- refers to these Implementing Rules and Guidelines

Utilization - refers to how effectively and efficiently administrative resources and

expenditures are used to support the project's objectives

PARTI.GENERALPROVISIONS

Section 1. Title. These Rules will be known and referred to as the "Implementing Rules and Guidelines for the Foundations of Gaming System Administrators.

Section 2.Purpose.These Rules are promulgated to prescribe the procedures and guidelines for creation and operation of the Foundation of Gaming System Administrator and define the powers and functions of PAGCOR and the Foundation

of Gaming System Administrator.

Section 3. Construction. These Rules will be liberally understood to carry out the policy of adopting an accurate, systematic and comprehensive creation, and

operation of the Foundation of Gaming System Administrator.

Section 4. Declaration of Policy. It is the policy of PAGCOR to adopt an accurate systematic, and comprehensive creation and operation rules and guidelines, which

Will:

a. Enhance the value of the Foundation of Gaming System Administrator as well

as PAGCOR's corporate social responsibility;

b. Concretize creation of the Foundation of Gaming System Administrator

through its incorporation with the Securities and Exchange Commission (SEC); c. Assist the Foundation of Gaming System Administrator in conforming with

these Rules; and

3 Section 86 of the Revised Corporation Code of the Philippines

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d. Regulate utilization of the Foundation funds of Gaming System Administrator.

PART II.POWER OF THE PARTIES

Rule 1. PAGCOR Board of Directors The powers of PAGCOR will be vested and exercised by its Board of Directors

All major substantial, procedural and operational matters affecting the creation and operation of the Foundation of Gaming System Administrator, with the effect of

amending these Rules will be effective only upon prior approval of the Board of Directors.

Rule 2. The Foundation

The powers of the Foundation of Gaming System Administrator will be vested and exercised by its Board of Trustees. The qualifications of the trustees are in the By-laws

PART III. GUIDELINES FOR CREATION AND OPERATION OF THE FOUNDATION

RULE 1.CREATION

Section 1. Foundation. The foundation to be established by the Gaming System Administrator should be incorporated as a non-stock corporation and registered with the Securities and Exchange Commission (SEC) of the Philippines.

Section 2. Incorporation. Incorporation will be done by a Gaming System Administrator (GSA) accredited by PAGCOR that has generated a total Gross Gaming Revenue of One Hundred Million Pesos (Php100 Million) for a month.

The GSA, with the approval of PAGCOR, shall incorporate and register a foundation not later than sixty (60) days after reaching the Php100 Million revenue threshold for a

particular month.

A GSA owned by a LLBC with existing foundation is no longer required to establish its separate foundation. However,a dedicated bank account should be opened where the GSA's monthly remittance of one percent (1%) of the GGR from electronic games will be deposited and monitored.

Section 3. SEC Requirements for Registration. In order to be duly incorporated, the

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qualified GSA will submit to SEC the following basic requirements4:

1.Cover Sheet 2. Articles of Incorporation 3.By-laws

Additional Requirements

1. Endorsement/clearance from other government agencies, if applicable 2. For Foundations: Notarized certificate of bank deposit of the contribution which

shall not be less than P1,000,000.00 and statement of willingness to allow the

SEC to conduct an audit

RULE 2. OPERATION

Section 1. Main Source of Foundation Funds. The main source of funds will be

the electronic games under the EGLD offered via electronic gaming platform

operated by the Gaming System Administrator where one percent (1%) of the total GGR generated will be set aside for the operation of the Foundation. Monthly remittance will be made on or before the 10th day of the following month. Said

monthly remittance shall be deposited in the bank account of the Foundation.

Section 2. Disbursements. Withdrawal of foundation funds will be made through

issuance of checks duly signed by the Treasurer and countersigned by the President of the Foundation. In the alternative, the Board of Trustees may designate other signatories. No withdrawal will be authorized except for the amount stated in the Authority to Proceed (ATP) approved and issued by PAGCOR for a specific project.

Section 3. Utilization of Foundation Funds. The following will govern the usage

of funds of the Foundation:

A. The Foundation may use its funds for the establishment and implementation of

community programs or projects

B. As a non-stock corporation, no part of the asset, property or income which the

Foundation may obtain as an incident to its operation shall be distributed as

4 SEC Documentary Requirements for Non-Stock Corporation;www.sec.gov.ph/wp-content/uploads/2024/03/2024Forms_As-of- March-7-2024-PR-DocumentaryRequirement-NonStockCorp.pdf

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dividends to its members, trustees or officers subject to the provision of the Revised Corporation Code on dissolution or shall inure to the benefit of any

member, officer, organizer or any individual person

C Trustees shall not receive any compensation nor any type of remuneration ir

cash or in kind for their services rendered as members of the Board of Trustees.

D. Any profit obtained by the Foundation as a result of its operation, whenever

necessary or proper shall be used for the furtherance of the purposes of the

Foundation as enumerated in the Articles of Incorporation, subject to the provisions of the Revised Corporation Code of the Philippines.

E. No profits, dividends and/or income in cash or in kind shall be distributed by

the Board of Trustees nor inure to the benefit of any of its officers or members

organizer or any individual person, nor shall any individual member be entitled

to any of the real or personal properties of the Foundation or a portion thereof nor may any member, upon separation from the Foundationfor any reason whatsoever, make a claim, demand for or receive any monies or properties fo

services rendered, funds, or property contributed to the Foundation.

Other Provisions:

F. Partners in a proposed project may include a government

agency/instrumentality, a duly-SEC registered non-government/non-profit organization, another duly-SEC registered foundation, academe or a private

entity whose primary purpose is related to the project.

G. The Foundation may be allowed to propose or undertake a particular project

even if the project site is located in another region or locality in the Philippines

H. In compliance with Gender and Development mainstreaming policies, the

Foundation must incorporate gender and development considerations into the planning and implementation of its projects and programs which is essential in fostering equitable and inclusive outcomes, if applicable. This will ensure that

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both men and women, along with individuals of all gender identities, benefit

equally from the Foundation's initiatives.

The Foundation must likewise be committed to ensuring that all projects and

programs are designed and implemented with a strong focus for people with disabilities (PWD), if applicable.

Section 4. Stages of Project Implementation. The project implementation consists

of the following three (3) stages which require PAGCOR Board of Director's approval in each stage: Project Concept, Issuance of Authority to Proceed (ATP), and Issuance of Certificate of Credit (COC).The Flowchart for Procedural Guidelines for Foundations

is attached as Annex A.

1. Project Concept

a) The Foundation shall submit to EGLD its proposed project concept

(Annex B) which must contain necessary project details, such as estimated cost, beneficiary, location, objective, timeline, project partner and other

pertinent information.

b) EGLD will notify the Foundation once the proposed project concept has been

approved by PAGCOR Board of Directors.

c) No amendment shall be made to the approved project unless the Foundation

notifies EGLD and submits its request for amendment for approval of PAGCOR Board of Directors.

2.Issuance of Authority to Proceed (ATP)

a) The Foundation shall submit to EGLD within 90 calendar days after the

approval of project concept, its request for issuance of ATP (Annex C) together with the Memorandum of Agreement (Annex D) or Deed of Donation with Acceptance (Annex E) between GSA, Foundation, and Project Partner if any.

b) EGLD will issue to the Foundation the corresponding ATP (Annex F) once

the request has been approved by PAGCOR Board of Directors.

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c) No funds shall be released by the Foundation unless the ATP has been

issued by PAGCOR.

3.Issuance of Certificate of Credit (COC)

a) The Foundation shall submit to EGLD within 90 calendar days upon

completion of the project the request for issuance of COC (Annex G) which must contain the liquidation documents, such as final report, Certificate of

Acceptance/Completion from project partner/beneficiary, Acknowledgement Receipt, certified true copies of receipts, photos, and other documents that PAGCOR may require.

b) EGLD will conduct compliance verification on the completed project. The

Compliance Verification Checklist Form is attached as Annex H.

c) Once the verification is complete and the project requirements are fulflled.

EGLD will endorse the request for issuance of COC to PAGCOR Board of

Directors for approval.

d) EGLD will then issue the corresponding COC (Annex I) to the Foundation.

PART IV. DOCUMENTARY REQUIREMENTS OF PAGCOR

Section 1. Incorporation/SEC Registration Papers. The following documents will be submitted to PAGCOR after registration of the Foundation:

1.Certified True Copy of the Certificate of Incorporation issued by SEC

2. Certified True Copy of Articles of Incorporation duly stamped received by SEC 3. Certified True Copy of By-Laws duly stamped received by SEC.

4. Other pertinent documents related to incorporation.

Section 2. Financial Records. The Foundation shall maintain the necessary financial records which are required by concerned government agencies of the Philippines, such as the Bureau of Internal Revenue (BIR) or SEC.

Section 3. Monthly Submission. PAGCOR requires the submission of the following monthly reports/documents from the Foundation on or before the 20th day

of the succeeding month:

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1. Monthly bank statement of account showing the funds received and the

funds released.

2. Report of Funds Received for the month 3.Report of Funds Released for the month summarized on a per project basis.

Section 4. Semi-Annual Report showing the status of all ongoing projects of the Foundation including photographs and/or other proof of project implementation to be submitted every July 10th of the current year and every January 10th of the

succeeding year.

Section 5. Annual Submission. PAGCOR requires that the annual submission of the following documents pertaining to the Foundation: 1.A copy of the General Information Sheet (GIS) duly received by SEC 2.A copy of the Audited Financial Statements (AFS) duly received by BIR and

SEC. 3. Annual Plans and Programs of the Foundation. 4. Certification stating that the Foundation has not received government funds

nor received donations/grants/contributions within the threshold of their

operations.

PART V.DISSOLUTION

The Foundation is co-terminus with the valid accreditation granted to GSA. Subject

to PAGCOR's approval, all assets net of liabilities must be fully applied to eligible

projects as defined herein before the dissolution of the Foundation; or conveyed and transferred to another non-stock, non-profit domestic corporation organized for similar purpose or purposes as specified by the corporation, or to the government of the Republic of the Philippines for public purpose, at the option of

the Foundation.

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Fiowchart for Procedural Guidelines for Projects ANNEX A

FLOWCHART FOR PROCEDURAL GUIDELINES FOR PROJECTS

FOUNDATION PAGCOR EGLD PAGCOR BOD

concept proposal to PAGCO Indation submits project for approval valua oncept proposa tes projed The project concept proposal shall and other pertinent documents consist of the project description with significant details, such as objective, estimated cost and breakdown,target eneficiarylocationperiod covered

Return the project conce! th c pment 0 con cept eropesa gyalfy Does the project -YES d to PAGCOR BODfo apprDva the parties in the project. must contain the main obligation of Deed of Donation with Acceptance The Memorandum of Agreement or

In case tha ha pt.the Foundatior PAGcORan Notifies the Foundation he proiect concept approve by PAGCOR BOD v implementation ATP) will allow the Foundation to a) Final Report disburse the approved funds following required documents upon bCertificate of 3The issuance of Authority to Proceed accordingly for project The Foundation shall submit the r :ompletion of project: cceptance/Completion from Project

Y valuates the request for ATP Wi c Acknowledgment Receipt from the d Certified true copies of liquidation beneficiaries Partne eceipts/invoices

evision/resu tion fo -NO- Are the -YES Request for issuance of BOD for approva Approved ATP If Other pertinent documents that completed e) Photos/videos PAGCOR may require (COC indicates that the project was SThe issuance of Certificate of Credit

(Droec the release of funds for ione afte nt should be sued Notifies the Found uthority to Proceed ATP Issuance of I of ATF the Foundation shall submit to PAGCOR a formal approved project Note: In the event that the project will not proceed. notification and request for cancellation of its

ect pletion.+

Certifcaturet (coc documents and request for coRafin suhrn repc for issuance of COC with Conducts compliance iquidation document n on the reques

Foundation for resubmissior Return the documents to WO ire the regu nde I th rar with? Y PAGCOR BOD approves the ssuance of Certificate of creaitcoc

Certific Approval of c0c f Credit

rtificate of Credit (COC) Certificate of Credit (coc) Notifies the Foundation of

Certifi cate of Credit Issuance o COC

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Request for Project Concept Approval Sample Template for ANNEX B

[Date]

PHILIPPINE AMUSUMENT AND GAMING CORPORATION

Macapagal Boulevard cor. EDSA Extension Pasay City 1300 Central Business Park 1-A MET Live Building

Attention: ATTY.JEREMY B.LUGLUG Assistant Vice President II

Electronic Gaming Licensing Department

Subject: Request for Approval of Project Concept

Dear Atty.Luglug

We write on behalf of [Foundation], the designated beneficiary foundation of [Gaming System Administrator]

In compliance with Part Ill, Rule 2, Section 4.1 of the Implementing Rules and Guidelines for the Foundations of Gaming System Administrators, we respectfully submit for

[Project Location], in the total amount of [Requested Budget] PAGCOR's approval the attached proposed project concept entitled [Project Title] in

[Please add any relevant discussion related to the proposed project concept or attach any formal correspondence regarding it, if applicable.]

We look forward to the favorable consideration and approval of our proposed project concept.

Thank you.

Very truly yours.

[Foundation's Authorized Signatory]

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SAMPLE PROJECT CONCEPT PROPOSAL

Foundation: ABC Foundation, Inc. Project Title: e.g. "Donation of School Supplies for Underprivileged Grade 1 Students for SY 2026-2027 Location: Barangay 128, Tondo, Manila

Target Beneficiaries: Grade 1 Students in [School Location/Community]

Category: Project Partner: Name of partner organization, if any, and provide its role or contribution Education Amount: Fifty Five Thousand Pesos (Php55,000.00)

Period Covered: June-August 2026 Background/Rationale: Explain the context and situation that prompted the

Objectives: project. State the main goals of the project.

Project Activities: Outline the key activities involved in the project.

Timeline: Provide a project schedule

Budget with Cost Expected Output/Deliverables: Breakdown: e.g. -100 school supply kits distributed Notebooks(10 pcs) Crayons (12 colors) School bags Pencil (3 pcs) -Improved readiness of Grade 1 students for the upcoming academic year Item 100 sets Quantity 100 sets 100 sets 100 pcs Unit Cost 300 150 50 50 Total P30,000 P15,000 P55,000 P5,000 P5,000 Total

Note: Attach any supporting documents related to the proposed project concept, if applicable.

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Request for Issuance of ATP Sample Template fol ANNEX C

[Date]

PHILIPPINE AMUSUMENT AND GAMING CORPORATION

Macapagal Boulevard cor. EDSA Extension Pasay City 1300 MET Live Building Central Business Park 1-A

Attention: Assistant Vice President II ATTY.JEREMY B.LUGLUG

Electronic Gaming Licensing Department

Subject: Request for Issuance of Authority to Proceed (ATP)

Dear Atty. Luglug:

We refer to PAGCOR's letter of [Date of Notice of Project Concept Approval],hereunto entitled [Project Title] in [Location], in the amount of [Project Cost] attached as Annex A, regarding the approval of a project concept of [Foundation]

In compliance with Part Ill, Rule 2, Section 4.2 of the Implementing Rules and Guidelines for the Foundations of Gaming System Administrators, please be informed that on [Date of Execution of the Memorandum of Agreement (MOA)/Deed of Donation with Acceptance (Deed)], the required MOA/Deed for the project has been entered into between the [Gaming Service Administrator], [Foundation], and [Project Partner], attached as Annex B.

In view of the foregoing, we hereby request PAGCOR's approval of the issuance of Authority to Proceed (ATP) for the said project.

Thank you.

Very truly yours.

[Foundation's Authorized Signatory]

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Sample Memorandum of Agreement ANNEX D

MEMORANDUM OF AGREEMENT

KNOW ALL MEN BY THESE PRESENTS:

This Agreement entered into this [ ] day of [Month] [Year], in the City of [Place of Project], by and among:

NAME OF PROJECT PARTNER (hereafter referred to as "),a government agency/non-government/non-profit organization/private entity organized and existing under and by virtue of the laws of the Republic of the Philippines, with principal address located at [Address],representedbyits[Designation], [NAME OF AUTHORIZED REPRESENTATIVE]

-and-

NAME OF FOUNDATION (the "Foundation"), a non-stock, non- profit corporation duly organized and existing under the laws of the Republic of the Philippines with principal address located at [Address], and represented by its [Designation], [NAME OF AUTHORIZED REPRESENTATIVE]

-and-

NAME OF THE GAMING SYSTEM ADMINISTRATOR (the"Gaming System Administrator"), a corporation duly organized and existing under the laws of the Republic of the Philippines, with principal address located at [Address], and represented by its [Designation] [NAME OF AUTHORIZED REPRESENTATIVE];

WITNESSETH THAT:

WHEREAS, [Name of Gaming System Administrator] (the "Gaming System Administrator"), an accredited Gaming System Administrator of the Philippine Amusement and Gaming Corporation ("PAGCOR"), has incorporated and registered the Foundation, and set aside funds therefor for community-related programs or projects.

[Insert applicable WHEREAS Clauses]

NOW THEREFORE, for and in consideration of the foregoing premises, the parties hereby agree and covenant as follows:

SECTION I THE PROJECT

[Project description must include the approved project cost and other important

details such as location, period covered, beneficiaries, etc.]

SECTION I OBLIGATIONS AND UNDERTAKINGS OF THE PARTIES

The Parties warrant to perform the following obligations and undertakings:

1. The Gaming System Administrator shall coordinate with the Foundation and

give consent, as may be necessary and reasonable, for the proper implementation of the Project, subject to and in accordance with the laws, rules, procedures, by-laws and guidelines applicable to or imposed upon the Gaming System Administrator;

2.The Foundation shall:

a. Secure the Authority to Proceed (ATP) from PAGCOR, and accomplish

such other forms as may be required by PAGCOR, in relation to the Project. For avoidance of doubt, the Parties agree that the obligations herein are subject to the issuance of PAGCOR's ATP which shall allow the Foundation to disbursethe funds in accordance with the cost stated in Section I hereof;

b. Upon PAGCOR's issuance of ATP, fund the project in accordance with

the cost stated in Section I hereof;

c. Inspect and examine the records pertaining to the Project, to verify

compliance with the terms of this MOA

d. [Insert additional clauses, if any]

3. [Name of Project Partner] shall:

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a. Allow the Foundation to inspect and examine the records pertaining to the

project, to verify compliance with the terms of this project;

[Insert additional clauses, if any]

SECTION II TERM OF THE AGREEMENT

The term of this Agreement shall be effective upon the issuance by PAGCOR of the Authority to Proceed and shall continue to be effective unlessotherwise terminated by a party through written notice to the other Parties. Provided, that if a party has fully complied with its obligations and undertakings under this Agreement, the obligations and undertakings under this Agreement as to the Party concerned is considered fulfilled and the Agreement as to the Party concerned is terminated.

SECTION IV WARRANTIES AND REPRESENTATIONS OF THE PARTIES

Each party hereby represents and warrants to the other parties that:

a. It has full and complete corporate and legal power or authority to enter into

this agreement and to deliver and perform its obligations and undertakings hereunder according to the terms of this agreement, and that it has all the necessary corporate, legal and/or other actions to authorize its entry into and performance of this Agreement;

b. This Agreement constitutes all valid, legal and binding obligations of the

parties enforceable in accordance with its terms and conditions,and the party shall do and procure such acts or formalities as may be necessary to perfect consent to this Agreement;

c.The execution of this Agreement does not and will not contravene any

provision of its articles of incorporation and by-laws or any other constitutive documents, any applicable laws and regulation of the jurisdiction of its incorporation or organization, and does not and willnot conflict with or result in any breach of any contract, agreement or other obligation to which it may be bound; and

d. The signatories to this Agreement warrant that they are the duly authorized

representatives of the aforementioned Parties or have been specifically authorized to enter into this Agreement on behalf of the Parties.

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SECTION V MODIFICATIONS

a No modifications of and/or amendments to this Agreement shall be valid

unless the same is made in writing and signed by the authorized representatives of all the Parties to signify mutual agreement;

b. No waiver of any provision of this Agreement shall be valid unless made

in writing and signed by the authorized representative of all the Parties to signify mutual consent to the modification;

C. Any failure of any Party at any time to insist upon strict performance of any

condition, promise, agreement, or understanding as set forth herein shall not be construed as a waiver or relinquishment of the right of the party to insist upon strict performance of the same or other condition, promise, agreement, or understanding at a future time;

d. No failure or delay on the part of either party in exercising any power orright

hereunder shall operate as a waiver thereof nor shall a party's knowledge of, or acquiescence to, any breach of any terms or conditions of this Agreement constitute a waiver of such terms orconditions; and

e. No waiver by any party of a breach of any term or condition of this

Agreement shall constitute a waiver of any subsequent breach of the same or any other term or condition, nor shall any single or partial exercise of such right or power preclude any other or further exercise thereof or the exercise of any other right or power conferred therein.

SECTION VI ASSIGNMENT OF RIGHTS

Any assignment of rights, obligations or interest under this Agreement shall not be valid without prior written and express consent of all the Parties

SECTION VII BINDING EFFECT

All rights, obligations and conditions under this Agreement shall be binding upon, and inure to the benefit of the Parties and their representatives. successors and assigns.

Nothing herein shall be construed as to create a relationship of partnership

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joint venture, or agency between the parties hereto and no agent, employee or contractor of either of the parties shall be deemed to be an agent, employee or contractor of the other.

SECTION VIII MUTUAL TRUST AND SETTLEMENT OF DISPUTES

The Parties agree to act in good faith and fidelity in exercising their rights and obligations and to mutually lend to one another maximum assistance and cooperation to the end that the purpose and objectives of this Agreement are achieved expeditiously and harmoniously. The Parties further agree to execute such other implementing agreements and instruments anddo such other acts as may be necessary to implement the intent of this Agreement

The Parties manifest that they would first meet, confer and sit down together for the purpose of exploring all avenues and/or possibilities to amicably settle whatever disputes, differences, controversies or issues that may arise in connection with any of the terms and conditions of this Agreement.

In case there is a failure to amicably settle the dispute, difference controversy or issue, the Parties hereby agree that any material violation or omission of any of the provisions of this Agreement shall be ground for the cancellation or rescission of the same, with due notice to the other Party, without need for legal or court action.

SECTION IX FORCE MAJEURE

Neither party will be liable for non-performance due to Force Majeure provided that there has been no delay yet on the part of the party raising the application of Force Majeure.

Force Majeure shall include, but not be limited to, strikes, accidents natural disaster, and other fortuitous events.

SECTION X CONFIDENTIALITY

Save in cases when required to be disclosed by law, regulation, or any governmental or competent regulatory authority, the Parties may NOT divulge/reveal any confidential information pertaining to or relating to the other party.

Confidential information shall mean any non-public information of a Disclosing Party including, but not limited to, business plans, products technical data, specifications, documentation, rules and procedures, contracts presentations, know-how, product plans, business methods, product functionality, services,data, customers, markets, competitiveanalysis. databases, formats, methodologies, applications, developments, inventions processes,payment,deliveryand inspection procedures, drawings algorithms, formulas, or information related to engineering, marketing, or finance.

This confidentiality shall not be affected by this agreement's expiration. termination or nullification.

SECTION XI

NOTICE

All notices and communications by one Party to the other shall be in English and shall be in writing, delivered by hand, reputable courier, facsimile transmission, or electronic mail, at the address indicated below, or at such address as each Party may subsequently provide to the other Party:

For the [PROJECT PARTNER]:

Address: [Complete Address] Attention: [NAME OF AUTHORIZED REPRESENTATIVE] Designation: [Designation] Telephone: [Telephone Number] Facsimile: [Fax number]

For the [NAME OF FOUNDATION]: Address: E-mail: Attention: [NAME OF AUTHORIZED REPRESENTATIVE] [Email address] [Complete Address]

Designation: [Designation] Telephone: [Telephone Number] Facsimile: [Fax number] E-mail: [Email address] For the [NAME OF GAMING SYSTEM ADMINISTRATOR]:

Address: [Complete Address] Attention: [NAME OF AUTHORIZED REPRESENTATIVE] Designation: [Designation] Telephone: [Telephone Number] Facsimile: [Fax Number] E-mail: [Email address]

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SECTION XII

HEADING

Headings to clauses in this Agreement are for ease of reference only and do not affect the interpretation of this Agreement.

SECTION XIII SEVERABILITY

If one or more provisions of this Agreement shall be held invalid, illegal or unenforceable, the remaining provisions shall remain in, and shall be given, full force and effect.

SECTION XIV TERMINATION

Either Party may terminate this Agreement with just cause subject to prior notice of thirty (30) days to the other party

Either Party may terminate this Agreement with immediate effect due to breach or violation of a material provision herein by the other.

SECTION XV INTEGRATION CLAUSE

This Agreement, along with any exhibit, appendix, addendum, schedule and amendment hereto, encompasses the entire Agreement of the Parties, and supersedes all previous understandings and agreements between them, whether oral or written. The Parties hereby acknowledge and represent, by affixing their hands and seals hereto, that they have not reliedon any representation, assertion, guarantee, warranty, collateral agreement orother assurance, except those set out in this Agreement, made by or onbehalf of any other party or any other person or entity whatsoever, prior to the execution of this Agreement. The Parties hereby waive all rights and remedies, at law or in equity, arising or which may arise as the result of a party's reliance on such representation, assertion, guarantee, warranty, collateral agreement or other assurance, provided that nothing herein contained shall be construed as a restriction or limitation of said party's rightto remedies associated with the gross negligence, willful misconduct or fraud of any person or party taking place prior to, or contemporaneously with, the execution of this Agreement.

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Electronic Gaming Licensing Department Rev. No.

0 PAGCOR Gaming Licensing and Development Department Effectivity NOV 06 2025

IN WITNESS WHEREOF,we have hereunto set our hands on the date and place first mentioned.

NAME OF REPRESENTATIVE NAME OF REPRESENTATIVE

[Project Partner] [Designation] [Foundation Name] [Designation]

NAME OF REPRESENTATIVE

[Designation] [Gaming System Administrator]

Witnessed by:

NAME OF WITNESS NAME OF WITNESS

[Project Partner] [Designation] [Foundation Name] [Designation]

NAME OF WITNESS

[Designation] [Gaming System Administrator]

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ACKNOWLEDGMENT

REPUBLIC OF THE 7 PHILIPPINES CITY ) S.S. OF

BEFORE ME, a Notary Public, at the above-stated locality, on this [] day of [Month] [Year], personally appeared the following:

NAME Gov't. Issued ID Place and Date of Issue

who have presented to me an integrally complete MEMORANDUM OF AGREEMENT consisting of [no. of pages] pages, including this acknowledgment page, and are personally known to me or identified by me through competent evidence of their identities as the same persons they purport to be, and represented to me that their signatures on the foregoing Agreement were voluntarily affixed by them and that the same is their own respective free and voluntary act and deed with authority to sign in that capacity as well as the free act and deed of the corporations and individuals they represent, and they further swear under oath to the truth of the contents of the said Agreement, under penalty of law.

WITNESS MY HAND AND SEAL, on the date and at the place above-written.

NOTARY PUBLIC

Doc. No. Page No. Book No Series of [Year]

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PAGCOR Gaming Licensing and Development Department Electronic Gaming Licensing Department Rev. No. Effectivity DUV O6 Z025 0

Sample Deed of Donation with Acceptance ANNEX E

DEED OF DONATION WITH ACCEPTANCE

KNOW ALL MEN BY THESE PRESENTS:

This Deed of Donation made and entered into by and between:

NAME OF FOUNDATION, a corporate foundation duly organized and existing under the laws of the Philippines with principal address at [Address], herein represented by its [Designation], [NAME OF AUTHORIZED REPRESENTATIVE], and hereinafter referred to as DONOR;

-and-

NAME OF GAMING SYSTEM ADMINISTRATOR,a corporation duly organized and existing under the laws of the Philippines with principal address at [Address], herein represented by its [Designation], [NAME OF AUTHORIZED REPRESENTATIVE], and hereinafter referred to as the GAMING SYSTEM ADMINISTRATOR;

-In favor of-

NAME OF PROJECT PARTNER,a governmentagency/non-government/non-profit organization/private entity organized and existing under and by virtue of the laws of the Republic of the Philippines with principal address located at [Address], and represented by its [Designation], [NAME OF AUTHORIZED REPRESENTATIVE], and hereinafter referred to as DONEE;

-WITNESSETH-

System Administrator"), an accredited Gaming System Administrator of the Philippine WHEREAS, [NAME OF GAMING SYSTEM ADMINISTRATOR] (the "Gaming

Amusement and Gaming Corporation ("PAGCOR"), has incorporated and registered the [FOUNDATION] (the "Donor), and set aside funds therefor for the following purposes Cultural Heritage, Environment, Education, Community Infrastructure, Health, Wellness, and Sports Development;

[Insert applicable WHEREAS Clauses]

NOW, THEREFORE, as an act of GRATITUDE, PURE LIBERALITY, and

GENEROSITY, the DONOR hereby voluntarily and freely GIVES, TRANSFERS, and CONVEYS by the way of DONATION, unto the DONEE the aforementioned equipment and all the accessories found therein, free from all liens, encumbrances, and charges of whatever kind;

That the DONOR affirms that this donation is not made with intent to defraud its creditors, and has sufficient funds and property reserved for its obligations;

ACCEPTANCE

That the DONEE hereby accepts and receives this donation made in its favor by the DONOR, and hereby, manifests its gratefulness for the latter's generosity and liberality

IN WITNESS WHEREOF, both the DONOR and DONEE have hereunder affixed their respective signature this (Day) of (Month) (Year) at (Location)

[NAME OF AUTHORIZED REPRESENTATIVE] NAME OF FOUNDATION [Designation]

NAME OF GAMING SYSTEM ADMINISTRATOR [Designation]

DONOR

[NAME OF AUTHORIZED REPRESENTATIVE]

[Designation] NAME OF PROJECT PARTNER

DONEE

SIGNED IN THE PRESENCE OF:

NAME OF WITNESS NAME OF WITNESS

Name of Foundation Designation Name of Project Partner Designation

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PAGCOR Gaming Licensing and Development Department Electronic Gaming Licensing Department Rev. No. Effectivity NUV 0 6 2025 0

ACKNOWLEDGMENT

Republic of the Philippines)

S.S

BEFORE ME, a notary for and in the City of Philippines, personally appeared:

Name Identification Card Date/Place Issued

Both known to me to be the same persons who executed this Deed of Donation, consisting of pages, including the page in which Acknowledgment is written and they acknowledged to me that the same id their free and voluntary act and deed and the of the corporation/entities represented herein.

IN TESTIMONY HEREOF,I have hereunto set my hand and affixed my notarial seal this day of 202_ at

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PAGCO Gaming Licensing and Development Department Electronic Gaming Licensing Department Rev. No. Effectivity NOV 0 6 2025 0

ANNEX F ATP Template

Date

ADRESSEE OF FOUNDATION Position

Address Foundation Name

Subject AUTHORITY TO PROCEED (ATP)

Project NAME OF PROJECT

Dear Addressee:

The Philippine Amusement and Gaming Corporation (PAGCOR), in consideration of the Memorandum of Agreement (MOA) or Deed of Donation with Acceptance between the Gaming System Administrator, Foundation, and Project Partner having been duly signed and executed for the brief description of project (hereafter referred to as the "Name of Project"), hereby.

A. Issues this Authority to Proceed to the Gaming System Administrator and

Foundation to undertake the Name of Project;

B. Authorizes the release of funds amounting to Pesos: Amount in Words (Amount

in Fiqures); and

C. Upon acceptance by the Project Partner, authorizes the credit of the amount of

Pesos: Amount in Words (Amount in Figures) or the actual amount spent, as the Foundation's compliance with Part Ill, Rule 2, Section 4.2 of the Implementing Rules and Guidelines for the Foundations of Gaming System Administrators. In case of non-completion of the Name of Project for reason/s not attributable to the fault or negligence of the Gaming System Administrator and Foundation, PAGCOR shall credit the actual amount spent or disbursed for the Project as certified and accepted by the Project Partner.

PAGCOR IMPLEMENTING RULES AND GUIDELINES FOR THE Gaming Licensing and Development Department Electronic Gaming Licensing Department FOUNDATIONS OF GAMING SYSTEM ADMINISTRATORS Page No. Rev. No. Effectivity Page 29 of 35 WV6 2025 0

All terms and conditions specified under the (MOA or Deed of Donation with Acceptance) are hereby adopted in full and made an integral part of this Authority to Proceed

The parties to the (MOA or Deed of Donation with Acceptance) shall be responsible for fulfilling and performing their respective warranties and obligations under the terms and conditions of the (MOA or Deed of Donation with Acceptance) and this Authority to Proceed.

Very truly yours.

ATTY.JEREMY B.LUGLUG

Electronic Gaming Licensing Department Assistant Vice President

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PAGCOR Gaming Licensing and Development Department Electronic Gaming Licensing Department Rev. No. Effectivity NOV U 6 2U25 0

Sample Request for Issuance of Certificate of Credit ANNEX G

[Date]

Macapagal Boulevard cor. EDSA Extension Pasay City 1300 MET Live Building PHILIPPINE AMUSUMENT AND GAMING CORPORATION Central Business Park 1-A

Attention: Electronic Gaming Licensing Department ATTY.JEREMY B.LUGLUG Assistant Vice President II

Subject: Request for Issuance of Certificate of Credit (COC)

Dear Atty. Luglug:

request PAGCOR's issuance of Certificate of Credit (COC) to [Foundation], for the said Relative to the completion of [Project Title] on [Date of Project Completion],we hereby project in the amount of [Project Cost]

We have attached the required documentation, which is annexed as follows:

AFinal Report

Insert additional liquidation documents, if applicable. BCertificate of Acceptance/Completion/Acknowledgment Receipt DCertified True Copy of Liquidation Receipt/Invoice CPhotos of Project

For clarification regarding the liquidation documents, please do not hesitate to contact [Foundation Point Person] at [Email Address and/or Contact Number]

Thank you.

Very truly yours.

[Foundation's Authorized Signatory]

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PAGCOR Gaming Licensing and Development Department Electronic Gaming Licensing Department Rev. No. Effectivity NOV 0 6 2025 0

(Requirement for the Issuance of Certificate of Credit) SAMPLE FINAL REPORT

Project Title: Foundation: Foundation Name Approved Project Title Location: Project Location Beneficiaries: Beneficiaries Project Partner: Name of partner organization, if any, and provide its

ATP Amount: Approved ATP Amount role or contribution

Actual Project Cost Actual Amount Spent on the Project Project Completion Date when the project has been completed

Project Overview: Date: Briefly describe the proiect's backaround and obiective

Details: Implementation Accomplishments: Provide information on how the project was carried out State the measurable results of the project Financial Report: Provide the approved project cost vs. actual spending table For example: Item Budget Actual Cost Variance

Item 1 Item 2 Total P15.000 P10,000 P5,000 P10,000 P5,000 P15.000 0* 0 0

*In case there is unutilized amount, the Foundation shall provide proof (e.g. a copy of deposit slip) that the amount was returned to the Foundation's bank account

Summary of Project Cost: Sales Invoice Receipt No. 1/10/2026 Date ABC Merchandise Payee Particulars Relief Goods P10,000 Amount

No. 0001 Sales No. 0002 Invoice 1/10/2026 ABC Merchandise Relief Goods TotalP14,000 P5,000

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ADMINISTRATORS

PAGCOR Gaming Licensing and Development Department Electronic Gaming Licensing Department Rev. No. Effectivity WOV 1 6 2025 0

ANNEX H Compliance Verification Checklist Form

PAGCOR COMPLIANCE VERIFICATION CHECKLIST (FOR COMPLETED FOUNDATION PROJECT) Form No Page No Revision No Effectiv ity Page 1of 2 EGLD-1688

Date

C. PROJECT TITLE B. FOUNDATION GAMING SYSTEM ADMINISTRATOR

D.LOCATION E. PROJECT PARTNER F.APPROVED BUDGET G. COMPLETION DATE H.COSTVS.BUDGET

Actural Amount Spent

Variance, if any Unused Funds (state the reason)

] Bank deposit slip as proof of retum of unused funds to the Foundation funds Eank staterm ent refiecting the actual amount spent on the project

I. PROOF OF COMPLETION

Required Documents

Final Report

] Other pe tinent documents th at PAGcOR may require Certificate of Acceptance/Completion Acknowledgment Receipt from the Beneficiaries Photos/videos

DIRECT PROJECT COST ADMINISTRATIVE EXPENSES

Sales Invoice Sales Invoice

Biling invoice Charge/Credit Invoice Service Invoice Miscellaneous Invoice Supplementary Document for donations received from the Foundation by another non-stock, non-profit entity Cash Invoice (e.g. Non AT Omcial Reoelpt. Acknowedgment Recelpt or Donation Recelpt Others: Service Invoice ] Billing Invoice Charge/Credit Invoice Cash Invoice

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PAGCOR Gaming Licensing and Development Department Electronic Gaming Licensing Department Effectivity Rev. No. NOV D 6 2025 0

AGCOR COMPLIANCE VERIFICATION CHECKLIST (FOR COMPLETED FOUNDATION PROJECT) Page No Form No Revision No Effectivity Page 2 of 2 EGLD-1688 O

J ACCOUNT RECONCILIATION

Reference No Date Am ount Pavee Details

TOTAL

K.REMARKSIOBSERVATIONS

L. RECOMMENDATION

Endorse for PAGCOR BOD Approval on the Issuance of Certificate of Credit (COC)

For completion of documents

VERIFIED BY ACKNOWLEDGED BY

NAME OF COMPLIANCE VERIFIER S POSITION SIGNATURE OVER PRINTED NAME (SIGNATURE OVER PRINTED NAME) NAME&POSITION OF THE FOUNDATIONS LOS0 R RESENTATIVE

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PAGCOR Gaming Licensing and Development Department Electronic Gaming Licensing Department Rev. No. Effectivity NOV 0 6 2025

COC TEMPLATE ANNEX!

Date

ADRESSEE OF FOUNDATION Position Foundation Name Address

Subject CERTIFICATE OF CREDIT(COC)

Project NAME OF PROJECT

Dear Addressee:

Philippine Amusement and Gaming Corporation (PAGCOR) hereby:

B. Acknowledges the completion of the Name of Project undertaken by the

Gaming System Administrator and Foundation

C Authorizes the credit of the amount of Pesos: Amount in Words (Amount in

Fiqures) as the Foundation's compliance with Part III, Rule 2, Section 4.3 of the Implementing Rules and Guidelines for the Foundations of Gaming System Administrators

Very truly yours.

ATTY.JEREMY B.LUGLUG

Electronic Gaming Licensing Department Assistant Vice President

SAMPLE CERTIFICATE OF ACCEPTANCE ANNEX J

(Official Logo of Project Partner) (Name of Project Partner) (Address)

CERTIFICATE OF ACCEPTANCE

Project Title:

Project Cost:

Location:

Project Details:

On behalf of the [Project Partner], I, solely authorized representative, hereby accepts and acknowledges the turnover of the abovementioned project dated

from [Name of Foundation] and found in order as being fully completed in strict compliance with the plans, specification, scope of works and other related documents relative thereto.

Name of Authorized Representative

Date: Designation

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