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Holiday Inns Middle East Limited – Dubai Branch Registered in Dubai, United Arab Emirates - Number 631572 Registered office: Suite 2201, Festival Tower, Dubai Festival City, Al Rebbat Street, P.O. Box 58191, Dubai, United Arab Emirates *IHG® Rewards Club not applicable to Kimpton® Hotels & Restaurants; to be included at a future date. Dear HOLIDAY INNS MIDDLE EAST LIMITED NON DISCLOSURE AGREEMENT FOR BRAND CENTRAL You have requested certain access to nonpublic, confidential and proprietary information contained on the IHG Brand Central Website (the ‘Information’). Your access to the Information shall immediately terminate when your vendor or agency relationship with IHG ends. You agree that the Information will be kept confidential and shall not, without our prior written consent, be disclosed by you or any of your representatives. In particular, you shall reveal the Information only to those of your representatives who need to know the Information to evaluate the Project, who are informed by you of the confidential nature of the Information and who shall agree to be bound by the terms and conditions of this agreement before disclosure of the Information to them. This letter does not apply to portions of the Information which (i) are or become generally available to the public (other than as the result of an unauthorised disclosure by you or your representatives), (ii) which you can demonstrate by written evidence was available to you on a nonconfidential basis, prior to its disclosure to you by us, or (iii) which you can demonstrate becomes available to you without restrictions by a third party entitled to do so. In the event that you or anyone to whom you transmit the Information becomes legally compelled to produce or discuss any of the Information, you will provide us with prompt written notice of such event so that we may seek a protective order or other appropriate remedy. You will co-operate with us in seeking such protective order or remedy and, in the event that such protective order or other remedy is not obtained, you will disclose only that portion of the Information, which in the opinion of counsel, you are legally compelled to disclose and will exercise your best efforts to obtain reasonable assurance that confidential treatment will be accorded to the Information. This agreement and understanding shall remain in force as long as you have any of the Information in your possession. Once there is no longer any legitimate business or legal reason for you to retain the Information, you agree to either return the Information to us together with all copies of the Information or to promptly destroy all copies of the Information in your possession. Such destruction shall be certified by yourself or by a responsible officer of your company. Further, you will return any and all Information in your possession to us upon our request without retention of any copies of such Information. You will be responsible and liable for any breach of any of the terms of this agreement by you or by any of your representatives. This agreement shall be governed by and construed in accordance with English law and shall be subject to the exclusive jurisdiction of the English courts. Suite 2201, Festival Tower Dubai Festival City Al Rebbat Street | PO Box 58191 Dubai UAE
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Dubai Festival City · Dubai Festival City Al Rebbat Street | PO Box 58191 Dubai UAE. Holiday Inns iddle East imited Dubai Branch Registered in Dubai, United Arab Emirates - umber

Jul 14, 2020

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Page 1: Dubai Festival City · Dubai Festival City Al Rebbat Street | PO Box 58191 Dubai UAE. Holiday Inns iddle East imited Dubai Branch Registered in Dubai, United Arab Emirates - umber

Holiday Inns Middle East Limited – Dubai Branch Registered in Dubai, United Arab Emirates - Number 631572 Registered office: Suite 2201, Festival Tower, Dubai Festival City, Al Rebbat Street, P.O. Box 58191, Dubai, United Arab Emirates *IHG® Rewards Club not applicable to Kimpton® Hotels & Restaurants; to be included at a future date.

Dear

HOLIDAY INNS MIDDLE EAST LIMITED NON DISCLOSURE AGREEMENT FOR BRAND CENTRAL

You have requested certain access to nonpublic, confidential and proprietary information contained on the IHG Brand Central Website (the ‘Information’). Your access to the Information shall immediately terminate when your vendor or agency relationship with IHG ends.

You agree that the Information will be kept confidential and shall not, without our prior written consent, be disclosed by you or any of your representatives. In particular, you shall reveal the Information only to those of your representatives who need to know the Information to evaluate the Project, who are informed by you of the confidential nature of the Information and who shall agree to be bound by the terms and conditions of this agreement before disclosure of the Information to them.

This letter does not apply to portions of the Information which (i) are or become generally available to the public (other than as the result of an unauthorised disclosure by you or your representatives), (ii) which you can demonstrate by written evidence was available to you on a nonconfidential basis, prior to its disclosure to you by us, or (iii) which you can demonstrate becomes available to you without restrictions by a third party entitled to do so.

In the event that you or anyone to whom you transmit the Information becomes legally compelled to produce or discuss any of the Information, you will provide us with prompt written notice of such event so that we may seek a protective order or other appropriate remedy. You will co-operate with us in seeking such protective order or remedy and, in the event that such protective order or other remedy is not obtained, you will disclose only that portion of the Information, which in the opinion of counsel, you are legally compelled to disclose and will exercise your best efforts to obtain reasonable assurance that confidential treatment will be accorded to the Information.

This agreement and understanding shall remain in force as long as you have any of the Information in your possession. Once there is no longer any legitimate business or legal reason for you to retain the Information, you agree to either return the Information to us together with all copies of the Information or to promptly destroy all copies of the Information in your possession. Such destruction shall be certified by yourself or by a responsible officer of your company. Further, you will return any and all Information in your possession to us upon our request without retention of any copies of such Information.

You will be responsible and liable for any breach of any of the terms of this agreement by you or by any of your representatives.

This agreement shall be governed by and construed in accordance with English law and shall be subject to the exclusive jurisdiction of the English courts.

Suite 2201, Festival Tower Dubai Festival City Al Rebbat Street | PO Box 58191 Dubai UAE

Page 2: Dubai Festival City · Dubai Festival City Al Rebbat Street | PO Box 58191 Dubai UAE. Holiday Inns iddle East imited Dubai Branch Registered in Dubai, United Arab Emirates - umber

Holiday Inns Middle East Limited – Dubai Branch Registered in Dubai, United Arab Emirates - Number 631572 Registered office: Suite 2201, Festival Tower, Dubai Festival City, Al Rebbat Street, P.O. Box 58191, Dubai, United Arab Emirates *IHG® Rewards Club not applicable to Kimpton® Hotels & Restaurants; to be included at a future date.

Please print a copy of this letter, sign and return via post to the address below and a copy via email to [email protected] as acknowledgement of your acceptance to the terms and conditions of this agreement.

Mailing address:

IHG Brand Central

IHG Broadwater Park Denham Buckinghamshire UB9 5HR United Kingdom

Yours sincerely,

For and on behalf of IHG Hotels Limited

Brand Central

For and on behalf of IHG Hotels Limited

ACKNOWLEDGED AND AGREED

For and on behalf of

Name:

Title:

Date:

Signature: