Effective Date: 1 February 2026
Governing Law: England and Wales
Parties
Disclosing Party
Kestrel Technologies Ltd
14 Innovation Drive, Cambridge, CB1 3AA, UK
Receiving Party
Moorfield Capital Partners LLP
3 King Street, London, EC2V 8BD, UK
Agreement
1. Purpose
The parties wish to explore a potential commercial collaboration relating to the development and commercialisation of proprietary software products. Each party may disclose Confidential Information to the other solely for the purpose of evaluating this potential partnership.
2. Definitions
"Confidential Information" means any information disclosed by one party to the other, whether orally, in writing, or by any other means, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure.
3. Obligations of Receiving Party
The Receiving Party shall: (a) hold all Confidential Information in strict confidence; (b) not disclose Confidential Information to any third party without the prior written consent of the Disclosing Party; (c) use Confidential Information solely for the Purpose; and (d) protect Confidential Information using at least the same degree of care it uses to protect its own confidential information, but in no event less than reasonable care.
4. Exclusions
Obligations do not apply to information that: (a) is or becomes publicly known through no breach of this Agreement; (b) was rightfully in the Receiving Party's possession before disclosure; (c) is independently developed by the Receiving Party without use of Confidential Information; or (d) is required to be disclosed by law, regulation, or court order.
5. Term
This Agreement shall remain in effect for three (3) years from the Effective Date, unless earlier terminated by either party on thirty (30) days' written notice. Confidentiality obligations shall survive termination for a further two (2) years.
6. Remedies
Each party acknowledges that breach of this Agreement may cause irreparable harm for which monetary damages would be an inadequate remedy. Accordingly, the Disclosing Party shall be entitled to seek injunctive or other equitable relief in addition to all other remedies available at law.
Signatures
Disclosing Party
Signature
Name: Jonathan Kestrel
Title: Chief Executive Officer
Date: 1 February 2026
Receiving Party
Signature
Name: Priya Moorfield
Title: Managing Partner
Date: 1 February 2026