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This Agreement is made the [insert date] day of [insert month] [insert year]

Parties

1. 1

   [Party 1] a Company incorporated in [England and Wales] (registered number [insert number]) whose Registered office is at [insert address];

1. 2

   [Party 2] a company incorporated in [England and Wales] (registered number [insert number]) whose registered office is at [insert address].

[Party 1] and [Party 2] are together referred to as the parties and individually as a party.

1. 1. 1

      Introduction

      1. 1.1

         [Party 1] and [Party 2] are in discussions over [description of Transaction] (the Proposed Transaction).

      1. 1.2

         Each party recognises that it will require access to Competitively Sensitive Information (as defined below) of the respective other party for the purpose set out in clause 3.1 below. This Clean Team Agreement records the terms on which the parties will exchange such information and sets out the procedure for the exchange of such information.

      1. 1.3

         This Agreement is intended to ensure that the exchange of Competitively Sensitive Information (as defined below) necessary for the evaluation and planning of the transaction does not give rise to any infringement of relevant antitrust and competition laws and regulations.

   1. 2

      Definition of Competitively Sensitive