Established Japanese Delivery and Take out in Pasig

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Between LINK and * (Interested Party) this must be an individual's name, NOT a company name

In consideration of LINK (being any or all of LINK Business Broking Phil. Inc. and their respective business brokers) entering into discussions relating to the possible acquisition of the assets of any business(es) presented to me by LINK and specifically Listing ID No OR00498. I/We hereby agree and undertake as follows:

1. To treat as totally confidential the identity of the business(es) disclosed to me and any details as to its operation or financial accounts;

2. I acknowledge that the financial records, customer and supplier details and other information relating to the business to be disclosed to me shall at all times remain the sole and exclusive property of the Vendor and that such information is of competitive value and of a confidential nature and that loss or damage would be sustained by the Vendor if such information should be used or divulged by me for any purpose other than the evaluation of the purchase of the business or should it become into the possession of an unauthorised third party.

3. Not to disclose the identity or any details of the operation or financial accounts to any third party (except my accountant or legal advisor who shall agree to respect this requirement for confidentiality) unless expressly authorised in writing by the Vendor or by LINK;

4. Not to make an approach to the Vendor of any business disclosed to me by LINK, or the business' staff, customers or suppliers without prior arrangement with LINK and to refer all queries through LINK;

5. We acknowledge that LINK is the introducing agent, and that all offers and deposits for the business, shares or property will be conducted through that office.

6. If, I as a potential buyer breach clause 4 of this agreement and buy directly or indirectly this business from the Vendor of the business quoted then I the buyer will be responsible for any loss of commission due to LINK Business Broking Phil. Inc. as the case may be;

7. If, I as a potential buyer breach clause 1, 2 or 3 of this agreement I undertake to indemnify LINK against any actions, proceedings, costs, claims, demands or liabilities which you may suffer in consequence of that breach.

8. That all information is received for no other purpose than the evaluation of the investment potential of the business;

9. If I decide not to proceed with the investment, I agree to immediately return to LINK all written information supplied by it and retain no copies and to delete any electronic records including all emails and attachments relating to the business(es);

10. Acceptance by Electronic Mail: Execution of this Agreement and transmission between the parties by electronic signature and each email response to the other or their representative will constitute offer and acceptance, and satisfy the requirements of the Electronic Commerce Act of 2000.

Before proceeding with this Confidentiality Agreement, it is recommended that any prospective purchaser

1. Seeks legal advice.

2. May or may need to seek technical or other advice and information.