THIS CONFIDENTIALITY AGREEMENT (“Agreement”) is made regarding the Property described as the Beso Del Sol Inn, 17101 Pacific Coast Hwy Huntington Beach, CA 92649 (“Property”). The obligation of confidentiality undertaken pursuant to this Agreement shall survive the terms of the Broker’s agreement with the Owner. INTERESTED PARTY HAS REQUESTED information from Property Owner and Property Owner’s Broker for the purpose of evaluating a possible purchase of the Property. The Owner of the property and Property Owner’s Broker will deliver information concerning the Property, much of which is highly confidential, only to those potential INTERESTED PARTIES who sign this Agreement.

THE PARTIES AGREE, in consideration of the covenants and agreements contained herein, as follows:

1. INTERESTED PARTY will not disclose, permit the disclosure of, release, disseminate or transfer; any information obtained hereunder (“Information”) to any other person or entity.

2. If INTERESTED PARTY is a corporation, partnership, limited liability company or other non-natural legal entity, the person(s) signing this Agreement on its behalf will take all appropriate precautions to limit the dissemination of the Information only to those persons within the entity who have need to know of the information, and who are specifically aware of the Agreement and agree to honor it.

3. This Agreement applies to all Information received by INTERESTED PARTY, now or in the future, which is not readily available to the general public or approved by owner in writing, or in a marketing package. INTERESTED PARTY understands that all information shall be deemed confidential, valuable and proprietary such that its unauthorized disclosure, even without intent to harm, could cause substantial and irreparable harm to the Owner and Owner’s Broker.

4. All information shall be used for the sole purpose of evaluating the potential sale of the Property, and it shall not at any time, or in any manner, be used for any other purpose.

5. INTERESTED PARTY shall not contact directly any persons concerning the Property, without Owner’s written permission. Such persons include, without limitation, Owner’s employees, suppliers and Tenants.

6. Owner makes no representations or warranty, express or implied, as to the accuracy or completeness of any information provided by them. INTERESTED PARTY assumes full and complete responsibility for reconfirmation and verification of all Information received and expressly waives all rights of recourse against Owner with respect to the same.

7. The Persons signing on behalf of INTERESTED PARTY represent that they have the authority to bind the party for whom they sign.

8. This Agreement shall be governed and construed in accordance with the laws of the State of California and is valid for a period of two (2) years from the date of execution.