Short Confidentiality Letter

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It is a precedent document, and not designed for end-use without specialist legal advice. Moorcrofts accepts no liability for its use. Copying or use is prohibited without the acknowledgment of Moorcrofts copyright.

Moorcrofts Corporate Law

www.moorcrofts.com01628 470000

contact Andrew Katz or Adrian Phillips for further information

Dear

Confidentiality Agreement: [name of project]

I am writing to record our agreement relating to the [

] Project. For the purposes of this letter, the [

] Project is:

{Brief description of

Project}

In consideration of our agreeing to give you further information relating to the [

] Project and of agreeing to enter into negotiations in good faith with you with a view to us [initiating a joint venture][negotiating a business relationship] together, you agree to abide by the terms of this letter as set out below:

(1) You acknowledge that all information which we give you or which you obtain relating to the Project is confidential and shall not be disclosed to any person except to those specifically authorised by us or as is required by law.

(2) We each acknowledge that any information we receive about the other's business practices, accounts, staff, contacts and plans is confidential and shall not be disclosed to any person except where specifically authorised by that other or as is required by law.

(3) For the purposes of paragraphs (1) and (2) above, if confidential information reaches the public domain it is no longer to be treated as confidential (unless it reached the public domain through the default of the party who is not the party to whom that information related).

(4) We each agree to enter into negotiations with each other in good faith for the promotion of the Project (and you agree that you shall not use the confidential information for any purpose other than carrying on those negotiations.

(5) You agree that for the currency of this agreement you shall not (and shall not attempt to) disparage, undermine or compete with the Project whether carried on by us or through any joint venture (whether you are a party to that joint venture or not).

(6) This agreement shall subsist for a period of 6 years from the date of this letter.

(7) This letter is intended to create a legal relationship between us and is governed exclusively by the laws of England and Wales.

I look forward to being able to discuss this exciting opportunity with you openly.

Kindly sign and return a copy of this letter to indicate your acceptance to its terms.

Yours sincerely