Mutual Non-Disclosure Agreement

Date:________________

This Mutual Non-Disclosure Agreement (the "Agreement") is entered into by and between: Robert Neale, CEO of Ocean Residence ("Disclosing Party") and , of ("Receiving Party"), collectively referred to as the "Parties," with reference to the following:

The Parties wish to explore a potential business transaction relating to the acquisition and development of the Ocean Residence mobile high-yield maritime hospitality platform (the "Transaction"). In connection with this purpose, the Disclosing Party may share proprietary engineering packages, financial models, spatial layouts, and operational frameworks (collectively, "Confidential Information").

Confidential Information includes all design, renderings, technical, financial, operational, and commercial data disclosed orally, visually, or in writing, including but not limited to baseline engineering specifications, RevPAR economic models, trade secret workflows, and structural design blueprints.

• Strict Confidentiality: The Receiving Party shall hold all Confidential Information in strict confidence, using the same degree of care it uses to protect its own confidential information of like nature, but no less than a reasonable standard of care.
• Limited Use: Confidential Information shall be used solely for the purpose of evaluation and negotiating transactions and for no other purpose.
• Restricted Disclosure: Access to Confidential Information shall be restricted strictly to officers, directors, employees, and authorized financial/legal advisors who need to know such information for the evaluation of the Transaction and who are bound by confidentiality obligations at least as restrictive as those herein.

Confidential Information does not include information that: (a) is or becomes publicly known through no breach of this Agreement by the Receiving Party; (b) was already in the rightful possession of the Receiving Party prior to disclosure; (c) is independently developed by the Receiving Party without reference to or reliance upon the Disclosing Party's Confidential Information; or (d) is required to be disclosed by law or court order, provided prompt written notice is given to the Disclosing Party.

• Duration: The confidentiality obligations under this Agreement shall remain in full force and effect for a period of three (3) years from the date of execution.
• Return or Destruction: Upon written request by the Disclosing Party, the Receiving Party shall promptly return or securely destroy all physical and digital documents containing Confidential Information.

This Agreement shall be governed by and construed in accordance with the laws of the applicable jurisdiction without regard to conflict of law principles. The Parties acknowledge that any breach of this Agreement may cause irreparable harm for which monetary damages alone would be inadequate, entitling the Disclosing Party to seek injunctive relief.