Franchisee Registration Step 1 of 3

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Franchisees' Confidentiality Agreement:
Confidentiality Agreement between Hentiq 2517 (Pty) Ltd ('CTFM') and ____________ ('the Counter Party')

1. We record that the Counter Party has indicated an interest in becoming a CTFM franchisee and to enter into a franchise agreement with CTFM. Pursuant thereto the Counter Party wishes to obtain certain information concerning CTFM's business subject to the terms and conditions herein contained.

2. Pursuant to the discussions between CTFM and the Counter Party, CTFM will make available and the Counterparty will have access to certain of the trade secrets and confidential and proprietary information of CTFM. For the purposes of this letter, 'Confidential Information' includes but is not limited to CTFM's confidential information in whatever form relating to its business, which CTFM makes available, now or in the future, to the Counter Party or which is obtained or prepared (whether by way of summary, report, analysis or otherwise), by the Counter Party, pursuant to the discussions and includes products, affairs, finances and trade secrets, including (but not limited to) business methods and concepts, operating techniques, know-how, methods and procedures, recipes, manuals, drawings and plans, costs and source of materials, purchasing policies, computer data, programmes and 

3. information, details of contracts concluded, agreements with financial institutions, financial and technical information, pricing, customers (whether actual or potential), suppliers, agents, distributors, knowledge of strategic plans and personnel, performance data, client demographics, employee remuneration and information, whether or not such information (if in any form other than oral) is marked confidential.

4. In consideration of the Confidential Information being made or becoming available (and which will be made or will become available) to the Counter Party, the Counter Party hereby irrevocably undertakes that it will, with regard to the Confidential Information, at all times: 
	
4.1 keep and safeguard the Confidential Information as private and confidential and separate from any and all other documents and information in its possession; 
	
4.2 not make any use of the Confidential Information for any purposes whatsoever except solely for the purposes contemplated by this letter and the present discussions ('the permitted purpose');
	
4.3 only disclose or reveal Confidential Information to those of the Counter Party's directors, officers, employees, agents and representatives and professional advisers who are required in the course of their duties to consider the same for the permitted purposes and in this connection will only distribute copies of the Confidential Information to the minimum extent necessary to accomplish the permitted purpose;
	
4.4 accept full responsibility for all action or omissions of its employees, agents and representatives insofar as the same may result in any disclosure or use by them of any of the Confidential Information contrary to the terms of this letter;
	
4.5 not (and will take all necessary steps to procure that no subsidiary or associated undertaking or any entity which is managed or controlled by the Counter Party will not) whether, directly or indirectly, exploit to commercial advantage any of the Confidential Information.

5. The Counter Party hereby further undertakes that it will forthwith return to CTFM all Confidential Information (including all copies) upon receipt of written notice to do so and, thereafter ensure that it and its advisors destroy all copies of any analyses, compilations, studies or other documents prepared by it or its advisors containing, reflecting or generated from any Confidential Information and expunge and destroy any Confidential Information from any computer, word processor or other device in its or any of its advisers' possession or custody or control containing such information.

6. The Counter Party acknowledges and agrees that: 
	
6.1 the restrictions and undertakings made in terms hereof are reasonable and necessary to protect CTFM's interests in and to the Confidential Information; 
	
6.2 the Confidential Information is the sole property of CTFM; 
	
6.3 any disclosure of the Confidential Information at any time hereafter shall cause irreparable harm to CTFM and in this regard an award of damages may be an inadequate remedy in respect thereof.

7. The terms and conditions of this letter may only be amended by agreement in writing signed by both CTFM and the Counter Party. No waiver or abandonment of rights by CTFM under this letter will be of any force or effect unless reduced to writing and signed by the parties. Failure by CTFM to enforce any of its rights under this agreement will not be construed as a waiveror abandonment thereof. 

By clicking the checkbox below, the  Counter Party consents to the terms and subject matter of this Confidentiality Agreement, where after it shall constitute a legal binding agreement between the Counter party and CTFM with respect to the subject matter of this Confidentiality Agreement.

Yours faithfully
Hentiq 2517 (Pty) Ltd

(Transmitted electronically and deemed signed)
D G Krugmann, Managing Director
I accept the above Confidentiality Agreement
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