This confidentiality agreement is between Translate Plus Limited and Nguyen Binh Minh. It defines confidential information as any information related to the parties obtained during their discussions. The parties agree to keep all confidential information secret and only use it for permitted purposes related to assessing potential cooperation. They also agree any intellectual property will remain with the original owner and the agreement will be governed by UK law.

1. CONFIDENTIALITY AGREEMENT
04 November 2016
This Agreement is between:
TRANSLATE PLUS LIMITED AND
Incorporated with CompanyNo. 6674541
Whose registered office is at
5 Waterside,44-48 Wharf Road,London N1
7UX, UK
Nguyen Binh Minh
Donganh,Hanoi,Vietnam
DEFINITIONS:
“Confidential means all information relating to a Party to this Agreement(“Relevant Party”) which might
Information”: fairly be considered to be of a confidential nature and includes,butis not limited to:
 information of whatever nature relating to the Relevant Party which is or has been
obtained, whether in writing, pictorially, in machine-readable form, orally or by
observation during visits, by theother Party or its Representatives
 from the Relevant Party or its Representatives or which comes to the Relevant
Party’s attention in connection with the Permitted Purpose;and
 his Agreement.
“Party” or “Parties”: means translate plus and/or the Recipientas appropriate.
“Permitted Purpose”: means documents and literature for translation
“Representatives”: means,in respectof each Party, its directors,officers,employees,agents and advisers
(including lawyers,accountants,consultants,bankers and financial advisers).
BACKGROUND:
(A) translate plus and the Recipient have eachrequested the other make available, subject to the provisions of this
Agreement, Confidential Information inorder to assessthe value of anyco-operationbetweenthe partiesfor the
PermittedPurpose; and
(B) The Parties, for their mutual benefit, wish to exchange such Confidential Informationsubject to the terms of this
Agreement.

2. IT IS AGREED as follows:
1. The Parties hereby undertake to keep the following information secretand confidential at all times,and
not
divulge it to, or permitit to be divulged to, any third party other than a Representative,unless otherwise
authorised in writing by a director of the Relevant Party:
1.1. any and all of the Confidential Information disclosed bya RelevantParty, or created, discussed or
developed
whether directly or indirectly between translate plus and the Recipientrelating to the Permitted Purpose;
and
1.2. the fact that discussions are taking place between translate plus and the Recipientrelating to the
Permitted
Purpose;and
1.3. not to make use ofany such Confidential Information withoutthe RelevantParty's prior written consent
other
than for the Permitted Purpose.
2. Nothing herein shall oblige either Party to enter into any further agreement relating to the Permitted
Purpose.
3. Confidential Information shall be disclosed onlyto those Representatives who are necessarilyconcerned
in
the Permitted Purpose and the Parties shall inform each ofthe said Representatives ofthe confidential
nature
of the Confidential Information and ofthe obligations on the Parties in respectthereof and each Party shall
procure that its Representatives observe the terms of this Agreementand it shall be responsible for any
breach
by its Representatives.
4. In this Agreement“translate plus" means translate plus AND all associated companies of translate
plus
and includes each and any subsidiaryor holding companyof translate plus and each and any subsidiary
of
a holding companyof translate plus and shall be for the benefit of each and every one of them.
5. The foregoing restrictions on the Parties shall notapply to Confidential Information which:
5.1. the Relevant Party can prove by documentaryevidence,was alreadyin its possession and was atits
free
disposal before the disclosure hereunder;or
5.2. is hereafter disclosed to a RelevantParty withoutany obligations ofconfidence by a third party who
has not
derived it directly or indirectly from a Relevant Party; or
5.3. is or becomes generallyavailable to the public through no act or default on the part of a Relevant Party
or the
Relevant Party's parent companyor its Representatives.
6. To secure the confidentialityattaching to the Confidential Information,the Parties shall:
6.1. make copies ofthe Confidential Information onlyto the extent that the same is strictlyrequired for the
Permitted
Purpose by the Party; and
6.2. on requestof a Relevant Party made at any time shall deliver up within a reasonable period all
documents and
other material in the possession custodyor control of the party that bear or incorporate any part of the
Confidential Information.
6.3. not use the Confidential Information directlyor indirectlyto procure a commercial advantage over the
Relevant
Party.
7. Following the date of any termination ofthis Agreement, or any return of Confidential Information (“Final
Date”),
(a) the Parties or its Representatives shall make no further use of the Confidential Information,and (b) the
Parties’ obligations under this Agreementshall continue in force thereafter, in respectof any Confidential
Information disclosed prior to the Final Date.
8. This shall in no way affect the proprietary intellectual propertyrights of the Parties which shall belong and
be
vested exclusively in the Parties.
9. The Parties acknowledge and agree thatall property, including withoutlimitation all intellectual property
rights,
in the Confidential Information disclosed pursuantto this Agreementshall remain with and be vested in the
Relevant Party and that the Parties shall notacquire any intellectual propertyrights in the Confidential
Information or in any information derived from it.

3. General Terms:
1. No variation of this Agreementshall be valid unless itis in writing and signed by or on behalfof ea ch of the
Parties.The headings used in this Agreementare purely for convenience and do not affect its construction
or interpretation.
2. Neither Party may assign,transfer,charge or otherwise dispose ofany of its rights under this Agreementor
sub-contract,transfer or otherwise dispose ofany of its obligations under this Agreementwithoutthe prior
written consentofa director of the Relevant Party.
3. This Agreementconstitutes the entire agreementand understanding ofthe Parties and supersedes any
previous agreementbetween the Parties relating to the subjectmatter of this Agreement.
4. Each provision of this Agreementis independentand severable from the remaining provisions and
enforceable accordingly.If any provision of this Agreementshall be unenforceable for any reason but
would be enforceable if part of the wording thereofwere deleted or amended,itshall apply with such
deletions or amendments as maybe necessaryto make it enforceable whilstpreserving the intention ofthe
provision.
5. The failure to exercise or delay in exercising a right or remedyprovided by this Agreementor by law does
not constitute a waiver of the right or remedyor a waiver of other rights or remedies.
6. No term of this Agreementis enforceable under the Contracts (Rights ofThird Parties) Act 1999 by a
person who is nota party to this Agreement.
7. This Agreementshall be governed by and construed in accordance with the law of England and Wales.
Each Party irrevocably submits to the non-exclusive jurisdiction ofthe England and Wales over any claim
or matter arising under or in connection with this Agreement.
In consideration ofthe Parties, directly or indirectly, disclosing Confidential Information to the other, the Parties
hereby undertake to be bound by the obligations of confidentiality set out in this Agreement.
Signed for and on behalf of Recipient: Nguyen Binh Minh
Print name: Nguyen Binh Minh
Title: staff
Date: 04 November 2016
Signed for and on behalf of Translate Plus Limited:
Print name: .......................................................
Title: .......................................................
Date: .......................................................