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CONFIDENTIALITY AGREEMENT

Protection of Proprietary and Sensitive Information

This Confidentiality Agreement (the "Agreement") is made and entered into as of the date of acceptance by both parties, by and between Cooper & Willow's Investment Limited ("Disclosing Party"), and redDog Digital Marketing Agency Ltd ("Receiving Party").

Instructions

When presented with a box to tick for agreement, please follow these instructions: Carefully read the agreement text provided before ticking the box. If you agree to the section, tick the box next to the text that says "Disclosing party". If you do not agree to the terms and conditions, do not tick the box and do not proceed with the action that requires your agreement. In some cases, you may need to provide additional information or take other actions before you can tick the box for agreement. We will contact you regarding this. Once you have ticked the box for agreement, you may be asked to confirm your agreement by clicking a button or taking another action. Follow the instructions provided to complete the process. Note that ticking a box for agreement indicates that you have read and agreed to the terms and conditions provided. Make sure to read the agreement text carefully before proceeding.

Please read and acknowledge the following statements

NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, the parties agree as follows:
1. Confidential Information.
The term "Confidential Information" shall mean any and all information or materials disclosed by the Disclosing Party to the Receiving Party, including but not limited to client lists, marketing plans, SEO strategies, business strategies, and financial information
2. Confidentiality Obligations.
The Receiving Party agrees to maintain the confidentiality of the Confidential Information and to use it solely to fulfil its obligations under any agreement between the parties or to evaluate potential business opportunities between the parties. The Receiving Party shall not disclose or permit access to any Confidential Information to any third party without the prior written consent of the Disclosing Party.
3. Exceptions to Confidentiality.
The obligations of confidentiality shall not apply to any Confidential Information which (i) is or becomes generally available to the public through no fault of the Receiving Party, (ii) was rightfully in the Receiving Party's possession prior to disclosure by the Disclosing Party, (iii) is rightfully obtained by the Receiving Party from a third party without any obligation of confidentiality, or (iv) is independently developed by the Receiving Party without the use of any Confidential Information.
4. Ownership of Confidential Information.
The Disclosing Party shall retain all ownership rights in and to the Confidential Information. Nothing contained herein shall be construed as granting or conferring any rights or license to any Confidential Information to the Receiving Party, except as necessary to fulfil its obligations under any agreement.
5. Term and Termination.
The confidentiality obligations set forth herein shall survive for three (3) years from the date of disclosure of any Confidential Information. Either party may terminate this Agreement upon written notice to the other party.
6. Remedies.
The parties acknowledge that a breach of this Agreement may cause irreparable harm to the Disclosing Party, for which monetary damages may not be an adequate remedy. Accordingly, the Disclosing Party shall be entitled to seek injunctive relief to enforce the provisions of this Agreement in addition to any other remedies available at law or in equity.
7. Governing Law.
This Agreement shall be governed by and construed in accordance with the laws of the jurisdiction in New Zealand, without regard to conflicts of law principles.
8. Entire Agreement.
This Agreement constitutes the complete understanding between the parties with respect to the subject matter hereof and supersedes all prior or contemporaneous agreements, understandings, negotiations, and discussions, whether oral or written.
9. Counterparts.
This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
10. Promotional.
As part of this Agreement, the Receiving Party agrees to maintain the confidentiality of the Disclosing Party's name and any information relating to their work, including but not limited to reviews, testimonials, and references. The Receiving Party agrees to obtain prior written consent from the Disclosing Party before using their name or any related information for public or promotional purposes. This ensures that the confidentiality of the Disclosing Party's knowledge and reputation is maintained while allowing the Receiving Party to share the quality of their work with potential clients.

Agreement to Protect and Maintain Confidential Information

Cooper & Willow's Investment Limited ("Disclosing Party") and redDog Digital Marketing Agency Ltd ("Receiving Party") have entered into a confidentiality agreement to protect the confidential and proprietary information of the Disclosing Party.
Cooper & Willow's Investment Limited
Please sign for acceptance
Date

redDog Digital Marketing Agency Limited
Date