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THIS MUTUAL NON-DISCLOSURE AGREEMENT {"Agreement") is entered into this 05th day of December, 2019 (hereinafter "Effective Date")

by and between: DIAL


PEER, LLC., a limited liability company duly which Registration Number 4758760 created and existing under the laws of the State of Delaware with its
registered office at 108 W 13th St, Wilmington, DE 19801, USA (hereinafter "DIAL PEER") duly represented by Alex Kofman its CEO and

Franzcom Ltd a United Kingdom duly which Registration Number 09386992 created and existing under the laws United Kingdom, with its principal
offices located at Unit 22 Callywith Gate Industrial Estate, Launceston Road, Bodmin, Cornwall, United Kingdom, PL31 2RQ (hereinafter “COMPANY”) duly
represented by Albert Courtois its CFO.

DIAL PEER and COMPANY may be collectively referred to as “Parties” or individually as “Party” throughout this Agreement.

WITNESSETH

WHEREAS, in contemplation or furtherance of a business relationship ("Proposed Transaction") between DIAL PEER and COMPANY, the Parties may disclose
to one another or obtain access to Confidential Information as that term is defined herein below;

WHEREAS, DIAL PEER and COMPANY wish to maintain the confidential status of such information, and, further, do not intend to waive any of their respective
rights thereto; and

WHEREAS, as a condition to furnishing or providing access to Confidential Information, DIAL PEER and COMPANY each requires that such information be
accorded confidential treatment in accordance with the provisions of this Agreement;

NOW THEREFORE, in consideration of the mutual covenants and promises contained herein and other good and valuable consideration, the receipt and
adequacy of which is hereby acknowledged, COMPANY and DIAL PEER agree as follows:

1. DEFINITION OF "CONFIDENTIAL INFORMATION" As used herein, "Confidential Information" means all information that is hereafter furnished by
a Party ("Protected Party") to the other party ("Receiving Party") or its Representatives (as defined in Section 2 below), whether orally or in
written or other form (including.electronic form), by or on behalf of Protected Party and which concerns Protected Party. Any information
furnished to Receiving Party or its Representatives by a director, officer, employee, affiliate or representative of Protected Party shall be deemed
for the purpose of this Agreement furnished by Protected Party. Notwithstanding the foregoing, the following will not constitute Confidential
Information for purposes of this Agreement: (a) information which is or becomes generally available to the public other than as a result of a
disclosure by Receiving Party or its Representatives, (b) information which Receiving Party can demonstrate was available to Receiving Party on
a non-confidential basis prior to being furnished to Receiving Party by protected Party, (c) information which becomes available to Receiving
Party on a non-confidential basis from a source other than Protected Party or its Representatives lawfully and without breach of this Agreement,
or (d) information which is independently developed by Receiving Party without use of any of the Confidential information.

2. NONDISCLOSURE OF CONFIDENTIAL INFORMATION Receiving Party shall use the Confidential Information solely in connection with the
evaluation, negotiation and review of the Proposed Transaction. Receiving Party shall not disclose any of the Confidential In formation to any
person other than Receiving Party's directors, officers, employees, partners, legal counsel, accountants or other consultants or representatives
(collectively, the "Representatives") who need to know the Confidential Information to evaluate the Proposed Transaction, and shall not
otherwise disclose any part of it to others. Receiving Party warrants that it will keep the Confidential Information in no less confidential a manner
than it keeps its own confidential information. It is understood that (a) Receiving Party shall inform such Representatives o f the confidential
nature of the Confidential Information and the requirement that it not be used other than for the purpose described above, and (b) Receiving
Party shall be responsible for any breach of this Agreement by any of its Representatives. The term "person" as used in this Agreement shall be
broadly interpreted to include, without limitation, any individual, partnership, corporation, COMPANY or other entity.

3. NONDISCLOSURE OF DISCUSSIONS; SECURITIES LAWS Receiving Party agrees that, except as may be required by applicable law, order, rule or
regulation (individually or collectively, "Law"), without the prior written consent of Protected Party Receiving Party will n ot, and will direct its
Representatives not to, disclose to any person either the fact that the Confidential Information has been made available to Receiving Party or
that Receiving Party has inspected any portion of the Confidential Information, the fact that the Proposed Transaction is taking place, or other
facts with respect to the Proposed Transaction, including the status thereof. Receiving Party acknowledges that it is aware, and that it will advise
its Representatives who are informed as to the matters which are the subject of this Agreement, that the United States securities laws prohibit
any person who has received from an issuer material, non-public information from purchasing or selling securities of such issuer or from
communicating such information to any person under circumstances in which it is reasonably foreseeable that such person is likely to purchase
or sell such securities.

4. NOTICE PRECEDING COMPELLED DISCLOSURE If Receiving Party or its Representatives are requested or required (by oral question,
interrogatories, requests for information or documents, subpoena, civil investigative demand or similar process) to disclose any Confidential
Information, Receiving Party will promptly notify Protected Party of such requestor requirement so that Protected Party may s eek an appropriate
protective order or waiver in compliance with the provisions of this Agreement. If, in the absence of a protective order or the receipt of a waiver
hereunder. Receiving Party or its Representatives are, in the written opinion of Receiving Party's counsel addressed to Protected Party, compelled
to disclose the Confidential Information, Receiving Party may disclose only such of the Confidential Information to the party compelling disclosure
as is required by Law.

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5. RETURN OF INFORMATION Upon Protected Party's request. Receiving Party and its Representatives shall return all written Confidential
Information of Protected Party, except for that portion of such Confidential Information that may be found in analyses, compilations, studies or
other documents prepared by, or for, Receiving Party, and Receiving Party and its Representatives shall not retain any copies of such written
Confidential Information. The portion of written Confidential Information that may be found in analyses, compilations, studies or other
documents prepared by, or for. Receiving Party or its Representatives, and any written Confidential Information furnished by Protected Party not
so requested or.returned, will be destroyed. Any oral Confidential Information furnished to Receiving Party and its Representatives shall be kept
subject to the terms of this Agreement. If requested by Protected Party, Receiving Party shall deliver a certificate duly executed by an authorized
officer of Receiving Party certifying as to the return or destruction of such Confidential Information,

6. NO WARRANTY OF ACCURACY Receiving Party understands that Protected Party has endeavored to include in the information it furnishes to
Receiving Party materials that it believes to be reliable and relevant for the purpose of the Proposed Transaction, but Receiving Party
acknowledges that Protected Party does not make any representation or warranty herein as to the accuracy or completeness of any informa tion
which is so provided, and neither Protected Party nor any of its officers, directors, employees, affiliates or representative s shall have any liability
to Receiving Party or its Representatives resulting from the use of such information by Receiving Party or its Representatives in contemplation of
the Proposed Transaction. For the purposes of this Section 6, "information" is deemed to include all information furnished by Protected Party to
Receiving Party, whether or not Confidential Information as defined by Section 1.

7. NO WAIVER No failure or delay in exercising any right, power or privilege hereunder shall operate as a waiver thereof, nor shall any single or
partial exercise thereof preclude any other or further exercise thereof or the exercise of any right, power or privilege hereunder.

8. REMEDIES; HEADINGS; AND GOVERNING LAW Money damages would not be a sufficient remedy for any breach of this Agreement by Receiving
Party or its Representatives, and Protected Party shall be entitled to specific performance and injunctive relief as remedies for any such breach.
The remedies of specific performance and injunctive relief shall not be deemed to be the exclusive remedies for a breach of this Agreement, but
shall be in addition to all other remedies available at law or in equity to Protected Party. Protected Party shall, in any legal proceeding to enforce
the terms of this Agreement, be entitled to reasonable attorneys' fees, including fees on appeal. The headings of the Sections of this Agreement
are inserted for convenience only and shall not constitute a part hereof or affect in any way the meaning or interpretation of this Agreement.
This agreement shall be governed by and construed in accordance with the laws of the State of Delaware, without giving effect to principles of
conflicts-of-laws.

9. TERM This Agreement shall terminate on the date three (3) years from the date of this Agreement, provided however, that such termination shall
not affect the liability of Receiving Party or its Representatives for a breach of this Agreement prior to such termination.

10. NO OBLIGATION TO PROCEED This Agreement does not constitute a joint venture or partnership between the parties. Nothing herein shall
require either Party to disclose Confidential Information or to negotiate or to enter into any agreement as a result of the discussions contemplated
by this Agreement.
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11. ASSIGNMENT This Agreement shall inure to arid be binding upon the Parties, their successors and assigns, provided however that neither Party
may assign this Agreement, in whole or in part, without the prior written consent of the other Party. Notwithstanding the foregoing, either Party
may assign this Agreement without consent of the other Party to a parent or wholly-owned affiliate or subsidiary COMPANY, to a person
controlling or under common control with the Party or to a successor corporation into which all or substantially all of assets of the assigning Party
are merged or otherwise consolidated, regardless of whether the assigning Party is the surviving entity in such merger or consolidation.

12. ENTIRE AGREEMENT; AMENDMENT This Agreement constitutes the entire agreement and understanding between the parties hereto, and it is
understood and agreed that all previous undertakings, negotiations and agreements between the parties regarding the subject matter hereof are
merged herein. This Agreement may be executed in counterparts and by facsimile transmission and such counterparts and facsimile
transmissions together shall form one and the same instrument. This Agreement may not be modified orally, but only by an agre ement in writing
signed by the Parties.

IN WITNESS WHEREOF, and intending to be legally bound hereby, the Parties have caused this Agreement to be executed by their authorized representatives
on the date written below.

COMPANY: Franzcom Ltd

Signature

th
Date:05 , December 2019
Date: , 2019
Dallas, TX

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