NON-DISCLOSURE AGREEMENT

This Non-Disclosure Agreement (this “Agreement”) is made and entered into as of date of request of the information and registration at www.arden-collection.com site (the “Effective Date”) between Arden-Collection a Delaware entity, (“Company”) and prospective investor (“Recipient”). By providing personal information and registering on www.arden-collection.com site Recipient acknowledges and consents to the terms and conditions of this Non-Disclosure agreement.

PREAMBLE

Company, a national real estate development entity will be sharing with the Recipient certain confidential, technical and business information relating to the Company's past, current and future real estate development and business projects. Recipient shall be only allowed to use the disclosed information exclusively for the Company's benefits (the “Purpose”).

NOW, THEREFORE, in consideration of the mutual covenants and agreements contained in this Agreement, and intending to be legally bound hereby, each of the parties agrees as follows:

1. Definition. Except as set forth in Section 2 below, “Confidential Information” means all non-public, confidential or proprietary information disclosed by Company to Recipient, its agents or advisors (collectively, “Representatives”) (a) prior to the Effective Date; or (b) disclosed on or after the Effective Date that Company either:

(i) Clearly labels as “confidential” prior to furnishing it to Recipient or its Representatives; or

(ii) Designates as “confidential” in a written notice to Recipient within seven (7) days of its disclosure hereunder.

2. Exclusions from Confidential Information; Trade Secrets and Personal Information.

(a) Except as required by applicable federal, state or local law or regulation, the term “Confidential Information” as used in this Agreement shall not include information that:

(i) At the time of disclosure is, or thereafter becomes, generally available to and known by the public other than as a result of any material breach of this Agreement by Recipient or any of its Representatives;

(ii) At the time of disclosure is, or thereafter becomes, available to Recipient or its Representatives on a non-confidential basis from a third-party source, provided that, to Recipient's knowledge, such third party is not and was not prohibited from disclosing such Confidential Information to Recipient by any contractual obligation; or

(iii) Was known by or in the possession of Recipient or its Representatives prior to being disclosed by or on behalf of Company pursuant to this Agreement; or

3. Non-use and Non-disclosure. Recipient shall:

(a) Protect and safeguard the confidentiality of all such Confidential Information with at least the same degree of care as Recipient would protect its own Confidential Information, but in no event with less than a commercially reasonable degree of care;

(b) Not use Company's Confidential Information, or permit it to be accessed or used, for any purpose other than the Purpose or any related transactions between the parties or their affiliates;

(c) Not disclose any such Confidential Information to any person or entity, except to Recipient's Representatives who:

(i) Need to know the Confidential Information to assist Recipient, or act on its behalf, in relation to the Purpose or to exercise its rights under the Agreement;

(ii) Are informed by Recipient of the confidential nature of the Confidential Information; and

(iii) Are subject to confidentiality duties or obligations to Recipient that are no less restrictive than the terms and conditions of this Agreement; and

(d) Be responsible for any material breach of this Agreement caused by any of its Representatives.

4. No Obligation. Nothing herein shall obligate Company or Recipient to proceed with any transaction between them, and each party reserves the right, in its sole discretion, to terminate the discussions contemplated by this Agreement.

5. Return of Materials. All documents and other tangible objects containing or representing Confidential Information and all copies thereof which are in the possession of Recipient shall be and remain the property of Company and shall be promptly returned to Company upon Company's request. At any time during or after the term of this Agreement, at Company's written request, Recipient and its Representatives shall promptly return to Company all copies, whether in written, electronic or other form or media, of Company's Confidential Information, or destroy all such copies..

6. No License. Nothing in this Agreement is intended to grant any rights to Recipient under any patent, mask work right or copyright of Company, nor shall this Agreement grant Recipient any rights in or to Confidential Information except as expressly set forth herein.

7. Term. The term of this Agreement shall commence on the Effective Date and shall expire one (1) year from the Effective Date.

8. General. This Agreement: (a) may be amended only by a writing signed by each party; (b) may be executed in several counterparts, including by facsimile signature, each of which shall be deemed an original but all of which shall constitute one and the same instrument; (c) contains the entire agreement of the parties with respect to the transactions contemplated hereby and supersedes all prior written and oral agreements, and all contemporaneous oral agreements, relating to such transactions; (d) shall be governed by, and construed and enforced in accordance with, the laws of Illinois, without regard to the conflicts of laws principles of that or any other jurisdiction; (e) shall be binding upon, and inure to the benefit of, the parties and their respective successors and permitted assigns. This Agreement shall not be assigned by Recipient, and any purported assignment shall be void and of no effect whatsoever. The waiver by either party of any default or breach of this Agreement will not constitute a waiver of any other or subsequent default or breach. No act, delay or omission on the part of either party will be deemed a waiver unless expressly made in writing. In the event that one or more clauses of this Agreement are finally adjudicated by a court of competent jurisdiction to be unenforceable, the remainder of this Agreement shall remain in force and be interpreted in a manner reasonably consistent with the original intention of the parties as set forth herein.

9. Forum Selection Clause. Any action or other judicial proceeding for the enforcement of this contract or any of its provisions shall be instituted only in the Circuit Court of Cook County, Illinois or the United States District Court for the Northern District of Illinois.

10. Attorneys Fees. Company shall be entitled to recover and reimburse from Recipient all its attorneys' fees', court costs and related litigation expenses incurred as a result of Recipient's breach of this Agreement.