COLLECTIVE BARGAINING AGREEMENT

KNOW ALL PERSONS BY THESE PRESENTS:

This COLLECTIVE BARGAINING AGREEMENT (“Agreement”) is made and entered into by and between:

TEAM ENERGY CORPORATION, a corporation duly organized and existing under the laws of the Republic of the Philippines, with principal office address at Ibabang Polo, Pagbilao, Quezon, represented in this Agreement by its President & CEO MR. FEDERICO E. PUNO, hereinafter referred to as the COMPANY.

-and-

The KAISAHAN NG MANGGAGAWA SA PAGBILAO POWER STATION, (KAMPPS) an employees' independent union with principal office address at Ibabang Polo, Pagbilao, Quezon, duly registered with the Department of Labor and Employment under Certificate of Registration No. 200704-001-UR-Q dated 27th dav of April 2007, represented in this Agreement by its President, TEODORO G. GENER, hereinafter referred to as the UNION.

WITNESSETH THAT:

WHEREAS, the harmonious relationship between the COMPANY and the UNION must be expressed in practical terms in ensuring a mutually beneficial and protective existence taking into consideration the terms and conditions of employment in accordance with the Labor Law;

WHEREAS, the COMPANY and the UNION desire to enter into a Collective Bargaining Agreement for the purpose of establishing, maintaining and regulating the terms and conditions of employment of the employees of the COMPANY through the proper observance of democratic practices pursuant to Department of Labor and Employment and its Implementing Rules with the view to settling and facilitating peaceful adjustment of differences and grievances that may arise between the parties and to promoting harmony, efficiency and productivity to the end that the COMPANY, the UNION and the general public may all mutually benefit, and finally to promote and guarantee peace and harmony in a spirit of cooperation.

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

ARTICLE IDURATION OF AGREEMENT

Section 1. Effectivity. – Except for wage increases as provided herein, this Agreement shall become effective upon the date of execution thereof and shall remain in full force and effect for five (5) years thereafter. However, all the economic provisions of this Agreement shall be for the period of three (3) years and shall be subject to re-negotiation upon written notice by either party within sixty (60) days from the expiration of the third year.

Section 2. Continued Effectivity. – If upon the expiration of this Agreement no new agreement is entered into by and between the parties, this Agreement including amendments thereof, if any, shall continue to be in full force and effect until a new agreement is reached.

ARTICLE IISCOPE OF COVERAGE

Section 1. Bargaining Unit. – The Bargaining Unit, for the purpose of this Agreement, shall consist of all regular rank-and-file employees of the COMPANY in the Pagbilao Power Station, except managerial and supervisory employees, professional-technical (prof-tech) employees, probationary employees, temporary or contractual staff, casual employees and security guards. Confidential employees are also excluded from the bargaining unit, such as, but not limited to:

(a) Department Secretaries; (b) Finance personnel; (c) Executive Secretaries to corporate officers; (d) Information Technology personnel; (e) Human Resources personnel; (f) PR and Community Relations personnel; and (g) Drivers of corporate officers.

Employees promoted or validly transferred to an excluded position during the term of this Agreement shall be deemed removed from the Bargaining Unit as of the date of promotion or transfer. It is hereby agreed that the defined Bargaining Unit may not be amended during the lifetime of this Agreement unless by the mutual consent in writing of the parties hereto.

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Section 2. Non-representation of Excluded Employees. – The UNION shall not represent, bargain for, or speak on behalf of any employee or group of employees who are excluded from the Bargaining Unit in respect of all matters of employment including, without limitation, layoff, discharge, transfer, disciplinary action, grievance and other terms and conditions of employment.

Section 3. Classes of Employees. – For purposes of this Agreement, employees are categorized as follows:

(a) Rank-and-file Employee refers to an employee who does not fall under the definition of and does not function as prof-tech, supervisory or managerial employee.

(b) Managerial Employee refers to an employee who is vested with power or prerogatives to lay down and execute management policies and/or to hire, transfer, suspend, lay-off, discharge, assign or discipline employees.

(c) Regular Employee is an employee who has been hired to perform activities usually necessary or desirable in the usual trade or business of the COMPANY, and who has successfully passed the probationary period in accordance with sub-section (d) hereof.

(d) Probationary Employee is an employee whose ability, physical and mental fitness, character, workmanship and conduct in a given job or position are under observation and evaluation by the COMPANY for a period not exceeding six (6) months.

ARTICLE IIIUNION RECOGNITION

Section 1. Recognition of the UNION. – Pursuant to the Order of the Bureau of Labor Relations dated September 12, 2007 in Case No. RO400-0705-RU-001, the COMPANY hereby recognizes the Kaisahan ng Manggagawa sa Pagbilao Power Station (KAMPPS) Union as the sole and exclusive bargaining representative of all regular rank-and-file employees in the Bargaining Unit as defined herein with respect to terms and conditions of employment not otherwise mandated by law, including those relating to working conditions, benefits and privileges of employment.

Section 2. Exclusivity of Agreement. – The COMPANY agrees that it will not enter into any other collective bargaining agreement or undertake any revision of this Agreement with any group or representation other than the UNION within the duration of this Agreement or any renewal thereof.

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Section 3. Union Rights and Duties. – The UNION shall exercise its rights and discharge its duties in accordance with law, this Agreement, and its Constitution and By-Laws. It shall have the right to protect the interest and welfare of its members, manage its own affairs, conduct its activities, and discipline its members, without interference from the COMPANY or its representatives. Any breach of this provision shall constitute a violation of this Agreement.

ARTICLE IVUNION SECURITY

Section 1. Present UNION Members. – All employees who are covered by this Agreement and presently members of the UNION shall remain members of the UNION for the duration of this Agreement as a condition precedent to continued employment with the COMPANY.

Section 2. New Regular Employees. – An employee who attains regular status after the effectivity of this Agreement and who occupies a position included within the Bargaining Unit shall join or become a member of the UNION within a period of thirty (30) days from the date he attains regular/permanent status, and after becoming a member of the UNION shall maintain his membership in good standing with the UNION, as one of the conditions for his continued employment with the COMPANY in accordance with existing law.

Section 3. Dismissals. – Any UNION member who fails to maintain his membership in good standing therein by reason of his (a) resignation from the UNION outside of the freedom period, (b) deliberate non-payment of UNION dues and assessments, (c) violation of the UNION's Constitution and By-laws, and (d) disloyalty to the UNION (e.g., forming or joining another union outside the freedom period), shall, upon written notice of such failure to maintain membership in the UNION and upon recommendation to the COMPANY by the UNION, be dismissed from employment after due process by the COMPANY; provided, however, that the UNION shall hold the COMPANY free and blameless from any liability as a result of the implementation of this provision; provided, further, that the matter of the employee's dismissal under this Article may be submitted as a grievance under this Agreement; and, provided finally, that no such written recommendation shall be made upon the COMPANY nor shall the COMPANY be compelled to act upon any such recommendation within the period of sixty (60) days prior to the expiry date of this Agreement conformably to law.

Section 4. Discharge of Employees in Critical Position. – If the employee sought to be dismissed by the UNION pursuant to the immediately preceding Section is

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performing functions that are critical to the operations of the COMPANY, the UNION shall grant the COMPANY a period of sixty (60) days to look for a suitable replacement for the employee. Only after the COMPANY has hired a replacement will it dismiss the employee in question.

Section 5. Action on Demand for Dismissal. – Where the matter of the recommendation of the UNION for the employee's dismissal is submitted to grievance or where the COMPANY asks for a period of sixty (60) days within which to dismiss the employee concerned due to the critical nature of his functions, final action on the recommendation for termination by the COMPANY shall be taken only after the grievance has been resolved with finality or a suitable replacement has been obtained pursuant to Section 4 hereof.

Section 6. Dismissal for Cause. – Dismissal of an employee under this Article shall be treated and considered as dismissal for a just cause.

ARTICLE VCHECK-OFF

Section 1. UNION Dues and Other Fees Provided for by the UNION Constitution and By-Laws. – The COMPANY shall, pursuant to and only with the individual written check-off authorizations signed by UNION members and submitted to the COMPANY, once during the lifetime of this Agreement with respect to union dues, and as often as there are special deductions requested to be made, deduct such amounts from the salaries of said members as may be validly passed by the UNION pursuant to its Constitution and By-laws and subject to legal requirements.

Deduction of UNION dues and other assessments under this Section shall apply to future members provided their individual written check-off authorizations as prescribed above are submitted to the COMPANY within the first ten (10) calendar days prior to the cut-off date during which the deduction is required to be made.

Section 2. Special Assessments. – Special assessments shall be deducted on the first payroll of the month upon submission by the UNION, at least ten (10) working days before the payroll deduction date, of a notice for the deduction, a written resolution of a majority of all the members at a general membership meeting called for the purpose, and individual written check-off authorizations of the members specifying the purpose of the check-off.

Section 3. Agency Fees. – The COMPANY shall deduct from the salaries of non-UNION members who are permanent rank-and-file employees and not otherwise

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excluded under this Agreement, the same amounts of regular UNION dues as are collected from UNION members, if they accept the benefits herein provided.

Non-UNION members who are permanent rank-and-file employees and not otherwise excluded under this Agreement who refuse or fail to pay the agency fee shall not be entitled to receive any benefits that may be granted by virtue of this Agreement, subject to existing rules and regulations applicable on the matter.

Section 4. Remittance. – The COMPANY shall remit the UNION dues and other assessments to the treasurer of the UNION within ten (10) calendar days following the deduction. The treasurer of the UNION or his duly authorized UNION representative shall acknowledge receipt of the amount remitted in writing, after which the COMPANY shall be released from liability as regards the amount.

Section 5. Liability. – The UNION, its officers and members hereby solidarily agree to indemnify the COMPANY and hold the latter free and harmless from any and all claims arising from all deductions made pursuant to this Article.

Section 6. Deduction Priority. – Notwithstanding the provisions of this Article, the COMPANY shall, at its sole discretion, have the right to give priority to the deduction from the wages or salaries of the members of the UNION of those owing to the COMPANY and all deductions required to be made by law. In other words, in the matter of deductions, obligations to the COMPANY, or deductions required to be made by law, shall first be deducted before check-off of UNION dues and UNION assessments may be made.

ARTICLE VIUNION RIGHTS

Section 1. Discipline of Members. – The COMPANY recognizes the UNION’s right to discipline its members in accordance with the UNION Constitution and By-Laws.

Section 2. List of Union Members. –

(a) The UNION shall furnish the COMPANY, within fifteen (15) days from the date of the signing of this Agreement, a certified list of all members of the UNION, duly certified by the UNION Secretary and attested by the UNION President.

(b) A certified list of employees who shall become members of the UNION after the signing of this AGREEMENT shall likewise be furnished to the COMPANY by the UNION.

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Section 3. Promotions. – In determining promotions, the COMPANY shall apply the minimum requirements/qualifications for the position as stated in the job description. In case two or more applicants meet the minimum requirements/qualifications, the COMPANY shall decide based on the following criteria with their corresponding values:

Seniority - 35%Performance - 40%Education - 15%Relevant experience - 10%

_____ 100%

Section 4. No Discrimination in the Performance or Merit Evaluation of UNION Officers. – No UNION Officer shall be penalized with poor performance rating solely by reason of rendering UNION duties.

Section 5. Right to Information. – The UNION has the right to be furnished copies of rules and regulations, general memoranda, and directives issued by the COMPANY and directly affecting the employees. The UNION shall also have the right to be given copies of the latest audited financial statements of the COMPANY for the sole purpose of preparing for a regular collective bargaining negotiation.

Section 7. Reorganization. – The COMPANY shall inform the UNION of any program of reorganization or internal re-structuring involving the creation, abolition, redundancy, reclassification, or upgrading of positions, where such program may result in employees’ separation or dismissal. In case of reorganization, the COMPANY shall comply with applicable laws, rules and regulations.

Section 8. Notices – The COMPANY agrees to furnish the UNION with notices of permanent employment, transfer, lay-off, suspension and dismissal of employees within the bargaining unit.

Section 9. Posting of Information. – The UNION may post information/notices on its own bulletin board that is existing in the COMPANY workplace or may be put up within the COMPANY premises, subject to prior approval of the COMPANY. The UNION undertakes full responsibility for notices posted on such bulletin board. The COMPANY reserves the right to cancel this privilege at any time should the UNION cause the publication of notices or materials that are misleading, libelous, or otherwise contrary to law, morals, public order or policy.

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Section 10. Guarantee against discrimination. – The COMPANY shall guarantee that there shall be no discrimination, in any manner or form, against any employee due to membership in the UNION. Employees have the right to bring matters of personal concern to the attention of UNION shop stewards and/or appropriate Management officials in accordance with applicable laws, regulations, policies, and the provisions of this Agreement. In bringing such matters to the attention of Management officials, the UNION shall represent its members.

Section 11. Supply of Copy of Agreement. – The COMPANY agrees that persons hired during the term of this Agreement to occupy positions within the Bargaining Unit shall, upon confirmation as permanent employees, be given a printed copy of this Agreement and all supplements thereto.

Section 12. Access to 201 File. – The COMPANY shall allow every covered employee access to his own 201 Files upon the employee's written request.

Section 13. Access to Company Premises. – Subject to existing COMPANY security requirements and prior written notice and approval, the COMPANY shall grant access to COMPANY premises to any authorized representative of the UNION for any legitimate UNION activity or purpose.

ARTICLE VIIJOB SECURITY

Section 1. Regularization. – Any probationary employee who has successfully passed the probationary period in accordance with Article II, Section 3 (d) shall automatically be considered a regular employee.

Section 2. Permissible Contracting. – The COMPANY shall not engage in labor or job contracting that contravenes the requirements of the law. Whenever the needs and exigencies of the operation require it, the COMPANY may hire the services of independent contractors or directly engage temporary or extra workers to perform the needed tasks, provided such hiring or engagement shall not violate the right of employees to self-organization or any provisions of law.

Section 3. Job Vacancies Posting. – In case of a job vacancy within the Bargaining Unit arising from whatever reason or a new rank-and-file job title or position is made available, the COMPANY agrees to notify the UNION and post a notice thereof in the COMPANY bulletin board for the information of everyone.

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Section 4. Reinstatement and Payment of Wages. – In case of suspension or termination of an employee who, after due investigation, is adjudged or found not to have committed the offense charged, the COMPANY shall effect his immediate reinstatement and pay his backwages and benefits in accordance with law.

Section 5. Job Evaluation or Skills Classification. – For purposes of continuously improving the existing classification and ranking of all job positions and promoting internal equity of the COMPANY’S pay system by estimating the size or value of each job in relation to all other jobs in the COMPANY, the COMPANY shall conduct a job evaluation or skills classification program. In the conduct of this job evaluation or skills classification within the Bargaining Unit, the COMPANY shall ensure participation of the UNION where the latter may submit comments and recommendation for consideration by the COMPANY, provided that the COMPANY shall have the final say on the matter. The UNION shall be furnished copies of the results of such evaluation or classification for positions within the bargaining unit.

Section 6. Transfer. – An employee may be transferred from one position to another, or from one department or workplace to another, provided that the same is not done to discriminate against him by reason of union membership, and provided further that such transfer shall not result in reduction of pay and benefits, unless the same is due to a disciplinary action. No member of the Bargaining Unit shall be arbitrarily transferred during the lifetime of this Agreement.

Section 7. Technological Changes. – Should the COMPANY adopt forms of automation through the institution of new systems and machines in a manner consistent with the promotion of greater efficiency and productivity, the COMPANY shall endeavor to undertake measures to avoid loss of employment, provided such measures will not directly or indirectly jeopardize the COMPANY’s operations or programs. The measures may include giving the affected employees the opportunity to train in the operation or handling of such machines or systems.

ARTICLE VIIIMANAGEMENT PREROGATIVES

Section 1. Management Prerogatives. – The UNION hereby recognizes the COMPANY's exclusive right to control and direct all aspects of the operation of its business. The COMPANY shall be the sole judge of the competency of an employee in the performance of his assigned work. The exclusive rights, prerogatives and functions of the COMPANY shall include, but shall not be limited to, the right to schedule the hours of work, shifts and work schedules; to plan, schedule, direct, curtail or control operations and schedules of productions; to introduce and install new or improved production

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concepts, methods, techniques or facilities; to designate the work and the employees to perform it; to select and hire employees; to train employees and improve their ability; to make rules and regulations governing the conduct of employees and ensuring the safety of its premises; to promote, demote, dismiss, discharge, layoff, discipline, suspend or transfer employees from one job to another, from one shift to another, or from one section, division, department or branch to another; to create new or additional positions or job titles, or to reclassify or eliminate positions or job titles; to make changes in the duties of the employees as the COMPANY may consider fit or convenient for the proper conduct of its business; to make and enforce rules and regulations to carry out the functions of management; to contract out functions and activities as may be permitted by law; and, in general, to exercise the inherent and customary prerogatives and functions of management. Provided, that the exercise of any of the foregoing exclusive rights and prerogatives of the COMPANY shall be in accordance with existing laws and shall not impair or diminish the rights of UNION members which are herein stipulated in this Agreement or guaranteed by law.

Section 2. Rules and Regulations. – The right of the COMPANY to make such reasonable rules and regulations as it may from time to time determine best for purposes of maintaining order, safety and/or the effective operation of the COMPANY's business, and to require strict compliance therewith by the employees under pain of penalty, is recognized by the UNION. Before a new rule or regulation or any amendment thereof directly affecting the security of tenure of the members of the Bargaining Unit is implemented, the COMPANY shall consult and discuss with the UNION in the spirit of harmony and cooperation, provided that the COMPANY shall have the final say on the matter conformably with its rights under the law.

ARTICLE IXGRIEVANCE MACHINERY AND DISPUTE RESOLUTION

Section 1. Purpose. – Cognizant that in the implementation of this Agreement, disagreements are inevitable and that an open conflict resulting from unresolved disputes will be detrimental to industrial peace and harmony, the parties hereby agree to establish this grievance machinery,

Section 2. Definition. – A grievance is a dispute between the COMPANY and the UNION that may arise from any of the following:

(a) Interpretation or implementation of any provision of this Agreement; and

(b) Interpretation or enforcement of COMPANY personnel policies.

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Section 3. Exclusions. – Cases involving employee termination/dismissal or suspension and unfair labor practice (ULP) shall not constitute a grievance under this Article, and shall, therefore, be resolved through compulsory arbitration; provided, that an employee who is administratively charged and who may be subject to any form of disciplinary action shall be given the right, if he so desires, to be assisted by the UNION or a counsel of his choice during the administrative investigation conducted by management before any disciplinary action is taken against him/her.

Section 4. Preliminary Steps. – Before resorting to the grievance procedure, the employee or employees who have cause for complaint or grievance shall give their respective immediate supervisors/section heads the opportunity to settle the grievance within five (5) calendar days from raising the complaint or grievance. If there is no settlement of the complaint or grievance within the said five (5) calendar days, the employee concerned may raise in writing his complaint or grievance in accordance with the immediately succeeding section within two (2) calendar days from the expiration of the period for action by the immediate supervisor/section head, or from the date of the decision of the said supervisor/section head, whichever is earlier. If no action is taken by the employee after the complaint or grievance had passed through the supervisor/section head, the complaint or grievance shall be considered withdrawn or settled.

Any grievance of the COMPANY may be brought directly to the UNION and thereafter to voluntary arbitration if unsettled within twenty (20) calendar days from the submission of the grievance to the UNION.

Section 5. Steps. – The grievance, if raised in accordance with the immediately preceding section, shall be processed as expeditiously as possible through the following procedures:

Step 1: The employee, assisted by the shop steward, shall discuss the dispute with his department head. If there is no settlement at this level within seven (7) calendar days, the grievance may be brought up by the employee to next higher step within three (3) calendar days by serving a written notice to this effect upon the appropriate officer in Step 2 duly signed by the employee concerned. If no action is taken by the employee after the grievance had passed through the department head, the grievance shall be considered withdrawn or settled.

Step 2: If it is not settled or withdrawn in step 1, the grievance may be elevated to the Station Manager by filing a written notice to this effect with such officer within three (3) calendar days from the expiration of the period for action by the department head from whom the grievance came, or from the date of the decision of the department head, whichever is earlier. The Station Manager or his authorized representative(s) shall take up the matter with the employee concerned assisted by the President of the UNION or the latter's authorized representative(s). Decision at this step must be made within seven (7) calendar days from date it was properly elevated to the Station Manager.

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Section 6. Decision. – The decision in every grievance step shall be in writing and the parties thereto furnished a copy thereof.

Section 7. Voluntary Arbitration. – All grievances not settled through the grievance procedure herein prescribed shall be referred to and decided through voluntary arbitration.

Section 8. Arbitrators. – The party desiring to submit any dispute or controversy to voluntary arbitration shall give the other party a written notice containing the names of three (3) NCMB-accredited arbitrators of his choice. Within five (5) days from receipt of the written notice, the other party shall also submit in writing to the initiating party its own choice of three (3) NCMB-accredited arbitrators.

Section 9. Selection. – From the list submitted by both parties, each party shall strike out two (2) names. The two remaining names shall be raffled to select one who shall act as the voluntary arbitrator.

Section 10. Expediting proviso. – In all grievances where a majority of the employees of a department, employees from two or more departments or sections or the majority of the employees of the COMPANY, are affected, the grievance procedure shall commence at step 2.

Section 11. Period. – The voluntary arbitrator shall render his decision within thirty (30) days from the date the dispute, disagreement or controversy is submitted for decision. Decisions of the voluntary arbitrator shall be binding on the parties in accordance with law.

Section 12. Expenses. – The expenses of arbitration including the fee of the voluntary arbitrator shall be shared equally by the COMPANY and the UNION.

Section 13. Powers of Arbitrator. – The powers, duties and responsibilities of the voluntary arbitrator are as follows:

(a) The arbitrator shall have no power to add to or subtract from or modify any of the terms of this Agreement or any supplementary agreement between the parties.

(b) The arbitrator shall have no power to establish salary scales/rates or new jobs, unless he is specifically authorized to do so by the parties.

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(c) The arbitrator shall only have power to rule on matters raised in issue by the parties through a signed submission agreement. In the event that the arbitrator finds he has no power to rule, the case shall be referred back without decision or recommendation on its merits to the parties, who shall thereafter meet and endeavor to resolve the case.

ARTICLE XWORK IMPROVEMENT COMMITTEE

The parties agree to create a Work Improvement Committee (“WIC”) composed of representatives from the COMPANY and three (3) representatives from the UNION. Subject to operational requirements, the WIC shall meet once every quarter of the year exclusively for the purpose of discussing and improving productivity and work efficiency, with the view to advancing the interest and improving the competitiveness of the COMPANY. The creation of the WIC is not intended to duplicate the efforts and functions of existing committees of the COMPANY. . In addition to this, the Committee shall also served as Apprentice Committee for the purpose of employment of next-of-kin including Company Apprentice/OJT policy based on the approved and signed minutes and the MOA.(Note: The issue above is based on the approved and signed minutes and the MOA.) HR OJT POLICY

ARTICLE XIECONOMIC BENEFITS

Section 1. Retirement. – The retirement age shall be as follows:

Optional retirement 50 years old & 10 years of serviceCompulsory retirement 60 years old

The retirement benefit shall be 1.5 months pay for every year of service

It is understood that this is an improvement of, and not in addition to, the existing Company policy.

Section 2. Resignation Vesting. –

Length of Service Benefit

5-10 years of service 0.5 month pay for every year of service

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11-15 years of service 1.0 month pay for every year of service16-19 years of service 1.0 month pay for every year of service20 years & above 1.5 months pay for every year of service

It is understood that this is an improvement of, and not in addition to, any equivalent or comparable Company policy.

Section 3. Wage Increases. – The COMPANY shall grant employees in the bargaining unit the following monthly salary increases:

1st Year PHP2,875.00 Effective March 1, 20082nd Year PHP2,800.00 Effective March 1, 20093rd Year PHP2,600.00 Effective March 1, 2010

The foregoing salary increases shall be in lieu of the merit increases provided in the Employee Handbook which shall be deemed permanently replaced now and in the future by the CBA salary increases. Each salary increase shall be credited as full compliance with any wage increase mandated by any law, regulation or wage order, and applicable to the employees in the bargaining unit, issued during the year in which the relevant CBA salary increase was given.

Section 4. Union Leave. – The COMPANY agrees to grant Union Leave equivalent to Five (5) man-days per month or an aggregate of sixty (60) man-days per year in accordance with and subject to the following conditions:

Purpose: Union Leave shall be availed exclusively for attendance in labor education programs, seminars, training, and conventions, conferences and leadership trainings sponsored by government agencies, non-government organizations and/or labor organizations and institutions.

Approval: The UNION shall give the COMPANY at least one (1) week prior notice.

Other conditions: The number of Union Leave is non-cumulative (no carry-over of unused Union Leave to following year).

Availment of the Union Leave is subject to operational requirements.

A maximum of two (2) attendees per section, but in no case more than a total of five (5) attendees for each training/meeting are allowed to avail of the Union Leave.

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Section 5. Union Time-Off. – The COMPANY agrees to grant Union Time-Off in accordance with and subject to the following conditions:

Purpose: Union Time-Off shall be allowed only for attendance at CBA negotiations, grievance meetings, WIC and other workplace committee meetings where UNION participation is required, subject to agreed limitation as to number of UNION participants.

Approval: The UNION shall give the COMPANY at least 24 hours prior notice.

Other conditions: Only the UNION officer or shop steward whose participation and appearance at the meeting are indispensable shall enjoy the benefit.

Availment of the Union Time-Off is subject to operational requirements.

Section 6. Nightshift Differential. – The nightshift differential pay for work performed on a regular day from 10:00 p.m. to 6:00 a.m. is 120% of the basic rate.

Section 7. Overtime Pay. – The overtime pay for overtime work (beyond the employee’s regular work hours) shall be as follows:

Ordinary Day 130% of Basic RateSpecial Holiday 182% of Basic RateRegular Holiday 260% of Basic Rate

Section 8. Premium Rate for Rest Day Work. – The pay for work performed by the employee during his regular work hours on his rest day shall be as follows:

Rest Day 140% of Basic RateRest Day falling on a Special Holiday 160% of Basic RateRest Day falling on a Regular Holiday 275% of Basic Rate

Section 9. Calamity Premium. – In times of natural calamities and the COMPANY instructed some of its employees to go home for safety, any employee who is required to stay and continue working will be given a calamity premium equivalent to 30% of his or her basic hourly rate.

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Section 10. Rice Subsidy. – The COMPANY agreed to increase the existing rice subsidy from PHP1,200.00 to PHP1,500.00 payable in accordance with the procedure set forth in the Employee Handbook.

Section 11. Emergency Leave. – The COMPANY agreed to increase the annual emergency leave with pay from three (3) to four (4) days which may be availed in accordance with and subject to the requirements set forth in the Employee Handbook.

Section 12. Bereavement Leave. – In case of death of the father, mother, legitimate spouse, legitimate child/children or legitimate brother or sister of an employee, the COMPANY agrees to allow him to go on leave with pay for four (4) days. At earliest possible opportunity, the employee shall give management written notice of his intention to avail himself of the bereavement leave by filing the appropriate application, in order to avoid disruption in operations.

Section 13. Loyalty Bonus. – The COMPANY shall grant loyalty bonus to qualified employees based on their years of service as follows:

5 years PHP5,000 + Plaque10 years As practiced15 years As practiced20 years As practiced25 years As practiced

Section 14. Employment of Next-of-Kin. – In case of death, retirement or permanent disability of an employee and the COMPANY decides to fill the position vacated by such employee, his next of kin shall enjoy priority in hiring for the vacated position provided the next-of-kin meets all the requirements relating to qualification and eligibility. . The (WIC) Work Improvement Committee shall make a guidelines pertaining to this employment of next-of-kin.

(E-Mail Message by Attorney Matibag about this CBA)The attached CBA is based on the approved and signed minutes and the MOA. Unless otherwise indicated below, we followed the Article and Section numbers indicated on the approved and signed minutes.

Section 15. Service Vehicle. – The COMPANY shall donate to the UNION a second-hand vehicle in good running condition to be chosen by the COMPANY. The UNION shall be solely responsible for the use and maintenance of the vehicle.

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Section 16. Union Education Fund. – The COMPANY agrees to grant the UNION an education fund of PHP50,000.00 each year of the CBA.

Section 17. Signing Bonus. – The Company shall grant each employee in the Bargaining Unit a one-time lump sum signing bonus of PHP20,000.00.

Section 18. Non-Duplication of Benefits. – The foregoing benefits provided in this Agreement are not intended to duplicate or cause the double payment of similar benefits provided for under any existing or future law, COMPANY policy or plan, or contract in which the COMPANY is a party. The employee is therefore entitled only to whichever is the highest among such benefits.

ARTICLE XIIMISCELLANEOUS PROVISIONS

Section 1. Freedom of Contract and Waiver. –

The parties acknowledge that, during the negotiations which resulted in this Agreement, each had the unlimited right and opportunity to make demands and proposals with respect to any subject or matters not removed by law from the area of collective bargaining and that the understanding and agreements arrived at by the parties after the exercise of that right and opportunity are set forth in this Agreement. Therefore, the COMPANY and the UNION, for the life of this Agreement, each voluntarily and unqualifiedly waives the right and agrees that the other shall not be obliged to bargain collectively with respect to any matter covered in this Agreement or to any subject or matter not specifically referred to or covered in this Agreement, even though such subject or matter may not have been within the knowledge or contemplation of either or both of the parties at the time they negotiated or signed this Agreement.

Excepted from this waiver are any existing rights or benefits being enjoyed by the UNION and its members under existing COMPANY policies or practice not otherwise expressly or impliedly superseded or modified by this Agreement. Accordingly, benefits that are separate and distinct from, or not otherwise affected by, those expressly provided for under this Agreement and being enjoyed by the employees prior to the date of this Agreement shall continue to be enjoyed by them.

Section 2. Non-diminution of Benefits. – The COMPANY agrees to continue all existing benefits and privileges contained in the Employee Handbook and practices being enjoyed by the employees, and the Memorandum of Agreement made/signed by and between the COMPANY and UNION dated 3rd of July 2007 shall not be diminished, unless modified, amended or improved by this Agreement.

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Section 3. Teamwork. – The UNION shall be a partner of the COMPANY in promoting teamwork and discipline for the attainment of harmony, professionalism, productivity and efficiency in the workplace. The UNION shall enjoin all its members to render and perform to the best of their abilities the duties and responsibilities expected of them.

Section 4. Acts of Liberality. – The UNION agrees that other benefits or privileges not expressly provided in this Agreement, which are hereafter granted to the employees, shall be deemed purely as acts of liberality of the COMPANY and shall remain in the discretion of the COMPANY to grant, modify, or withdraw, subject to the provisions of existing laws.

Section 5. Separability Clause. – In the event any provision of this Agreement is declared invalid by a competent authority, the remaining provisions to which such declaration does not pertain shall continue to be valid and in full force and effect.

ARTICLE XIII

NO STRIKE, NO LOCKOUT

The COMPANY and the UNION, being in agreement that it is their common responsibility to maintain harmonious and friendly relations between them in order to protect and promote industrial peace and advance their mutual interests, hereby agree as follows:

(a) The UNION binds itself to cooperate with and support the COMPANY to ensure full and efficient performance of the employees it represents; curb absenteeism and other acts or practices inimical to the interest of the COMPANY; and lend support to the COMPANY and its officers in their efforts to improve the quality of work, eliminate waste and inefficiency and promote the safety of all employees. The UNION, its officers, directors, members and agents shall not engage in strikes or in any form of mass action which would interfere with or unduly prejudice the COMPANY’S operation or reputation consistent with law and jurisprudence.

(b) The COMPANY shall not resort to lockouts consistent with law and jurisprudence.

(c) The UNION agrees that it will not publish or circulate any false or misleading information or remark about the COMPANY and its parent companies, their directors, officers, successors-in-interest and representatives. The COMPANY likewise agrees that it will not publish or circulate false or misleading information or remark about the Union, its officers and members.

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IN WITNESS WHEREOF, the Parties, through their representatives, have signed this Agreement as of the 3rd day of October, 2008.

TEAM ENERGY CORPORATION KAISAHAN NG MANGGAGAWA SA PAGBILAO POWER STATION

(KAMPPS)

By: By:

FEDERICO E. PUNOPresident

TEODORO G. GENERPresident & Union Panel Chairman

HILARION MEDRANOVP-Pagbilao Station Manager

Management Panel Co-Vice Chairman

RAFAEL R. MANALOVice-President &

Union Panel Vice-Chairman

LEANDRO S. AMANTEVP-Legal and Human Resources

Management Panel Chairman

JOEL J. RICAMARASecretary & Union Panel Member

JOSE R. MATIBAGManagement Panel

Co-Vice-Chairman/Spokesman

LORNA A. GLORIOSOTreasurer & Union Panel Member

MAC C. LEEManagement Panel Member

CLARITO C. DIZONAuditor & Union Panel Member

DAVID C. SABAUPANManagement Panel Member

ALLAN S. MERCASergeant-at-Arms & Union Panel Member

MARIA ANNA F. DELOS REYESManagement Panel Member

LEONARDO L. LOBIÑADirector & Union Panel Member

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MARLON I. PALOMARManagement Panel Member

EMMANUEL CHRISTOPHER P. CORTEZDirector & Union Panel Member

STELLA MARIE M. SALVACIONManagement Panel Member

DENNIS Z. REALINGODirector & Union Panel Member

MARIA THERESA L. CRUZManagement Panel Member

RAUL O. VILLANUEVADirector & Union Panel Member

DALISAY C. LAZANAManagement Panel Member

RUVENCIO D. SEGUNDODirector & Union Panel Member

MAXIMINO R. ALCANTARA, JR.Director & Union Panel Member

Assisted By: Assisted By:

SYCIP SALAZAR HERNANDEZ & GATMAITAN

LABOR ADVOCATES FOR WORKERS INTEREST (LAWIN)

LUISITO V. LIBAN ERNESTO R. ARELLANO

MARIANNE M. MIGUEL VILLAMOR A. MOSTRALES

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