Strictly private and confidential

To: [insert buyer name]

[insert buyer address]

Date: [insert date]

Dear [insert buyer contact name],

Proposed acquisition of [insert target company name] Limited

1. 1. 1

      Introduction

      1. 1.1

         We refer to our recent discussions concerning the proposed sale by [insert seller name] (Seller) of [the entire Issued share capital OR [insert other description of number of shares being sold]] of [insert target company name] Limited (the Company) (Sale Shares) to [insert buyer name] (or member of its group of companies) (the Buyer) (the Proposed Acquisition). Each of the Seller and the Buyer is a party and together they are the parties.

      1. 1.2

         You have requested certain Confidential Information [(and Personal Data) ]([each as ]defined below) be made available to you, your directors, officers, employees, agents and legal and financial advisers in order to enable both you and them to evaluate the Company [and its subsidiaries (the Group),] and to consider and negotiate the terms of the Proposed Acquisition. In consideration for the Seller agreeing to supply, and supplying, the Confidential Information to you and your representatives [and