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NON-DISCLOSURE AGREEMENT _________________________________________________________ This Non-Disclosure Agreement (hereinafter referred to as: “Contract” or “Agreement”) was freely stipulated and entered into without any pressure or duress whatsoever as of (insert effective date), between: JB Machine LLC, having primary place of residence at 14309 Toepperwein rd ste 403 San Antonio, TX 78233 (hereinafter referred to as “Recipient” or “Company”), And (Recipient), having primary place of residence at ___________________________________________________________________________ ___________________________________________________________________________ ___________________________________________________________________________ (hereinafter referred to as “Owner” or “Client”), (Collectively referred to as: “Parties”, “Contractors”) Both of whom hereby agree to be bound and abide by the provisions stated in this agreement Thereby, the Client desires to protect his legitimate rights of confidentiality regarding the business that the Client owns and operates. The Recipient of confidential information has agreed to keep the information shared by the Client, which may be, connected to doing business with the Company, confidential in nature or otherwise important for the Client. The Company respects the legitimate interests of the Client, and is willing to abide by the terms set out in this contract. Both parties agree that there is no weaker party in this agreement, as both parties have had equivalent bargaining powers prior to formation of this contract. Therefore, in consideration and respect to all the mutually stipulated provisions, promises and obligations made by the Parties in this specific Contract, the Parties covenant and agree as follows: SOURCE OF INFORMATION The information received by the Recipient is primarily from execution of a standalone contract connected to the Recipient’s business. The Recipient is, by all objective standards a legitimate and legally bound private entity established under applicable US law. Within the scope of the business activity of the Recipient, who works and operates in the manufacturing and wholesale business, the existent agreement between the parties, more specifically, its execution does require certain confidential information from the Owner. CONFIDENTIAL INFORMATION For the purposes of this Agreement, the term “Confidential information” (abbreviated: “information”) means any information or material which is proprietary to the Owner, whether or not owned or developed by the Owner, which is generally not known to anyone but the Owner, and which the Recipient is to obtain by fulfilling his/hers duties. The term is also to be used for information, metric units, useful designs, technical data, expertise, descriptions, plans, schemes, sketches, or other information, which is proprietary to the Owner of the classified information. Confidential information will include any information provided, directly or indirectly, by the owner, as well as information regarding various parameters of performance, procedure or other relevant characteristic, which is tied to the relevant position. Confidential information also includes any information of the owner and a third party with which the Owner deals, including, but not limited to: financial information, business records, plans, trade secrets, product ideas, technical data of any type, contracts, billing records, pricing structure, discounts, property, investments, strategic alliances, partnerships, customer or client lists. The nature of the information and manner of the disclosure are such that a reasonable person would understand to be confidential. Confidential information is also to include information, which is not to be clearly classified as such, and are connected to the execution of contract on behalf of the Recipient of confidential information. EXCEPTIONS FROM CONFIDENTIAL INFORMATION The Term “Confidential information” does NOT include: - Matter of public or otherwise freely accessible knowledge, resulting from direct disclosure by the Owner - Information rightfully received by the Recipient from a Third party without any duty of confidentiality - Independently developed information on behalf of the Recipient - Already disclosed information for the purposes of court or civil proceedings, respecting the principle of “minimal disclosure” - Information disclosed on behalf of the Recipient with prior written or oral ascent from the Owner OBLIGATION OF PROTECTION The Recipient hereby understand the sensitive nature of the information, and thus acknowledges that the information is a valuable, special and unique asses proprietary to the Owner, which provides the Owner with a significant competitive advantage, and thus needs to be protected from improper disclosure. In consideration for the receipt by the Recipient of information, the Recipient agrees to: - Hold the information in confidence and will not, in any way, disclose the information to any person or entity without prior written ascent of the Owner - Not copy or, in any way, modify any information without the prior written ascent of the Owner - The Recipient is to promptly advise the Owner if the Recipient becomes aware of an possible unauthorized disclosure or use of the information - The Recipient is not to disclose any information to any employees of the Recipient, aside from the employees required - To have the information in order to perform their job duties in connection with the limited purposes of this Agreement. Each authorized Employee to whom confidential information is disclosed shall sign a non-disclosure agreement substantially same as this agreement upon request of the Owner. PROTECTION OF INTEREST. DISPOSAL OF INFORMATION The Recipient is to protect any type of information, whether fitting the definition of “confidential information” or not, if he or she believes that disclosing this information may lead to a loss or damage of any kind to the Owner. The Recipient is to dispose of paperwork, data, discs, memory cards, e-mails or any copies of modifications made upon previous written ascent from the Owner in a manner prescribed by the Owner’s disposal of information policy. The Recipient shall be informed on the protocols of discarding or disposing of any tangible medium upon request. RIGHT TO INJUCTIVE RELIEF If it appears that the Recipient has, or has threatened to, disclose any confidential information in violation of this Agreement’s provisions, the owner shall be entitled to an injunctive relief restraining the Recipient form further or any such disclosure. The Owner is not limited to seeking any other forms of legal remedy in sole discretion and as seen fit by the Owner. NON-CIRCUMVENTION For a period of (insert number) years after the end of the term of this Agreement, the Recipient is not to attempt to do business with, or otherwise solicit any business contracts found or otherwise referred by Owner to Recipient for the purpose of circumventing, the result of which shall be to prevent the Owner from realizing or recognizing a profit, fees, or otherwise, without the specific written approval of the Owner. If any circumvention is to occur, the Owner is to be entitled to any commission due pursuant to this Agreement, or relating to such transaction. THE RIGHT TO FORGET. DISCRETIONAL RIGHTS OF THE OWNER All records obtained by the recipient which are not meant to be returned to the Owner, unless to be used for further production or future business, are to be deleted and destroyed. The Owner of confidential information shall inform the Recipient in writing (unless explicitly stated in this contract) on which information can be securely kept, which are to be destroyed and which are to be returned. RETURN OF CONFIDENTIAL INFORMATION On demand, at any time and at any event which may occur the Recipient is obliged to immediately deliver to the Owner all the date, manuals, lists, notes, writings, product lists, photocopies, recordings, disks or other material (including duplicates and/or copies of any such property and/or material) concerning the work at hand. The Recipient understands and respects that the Owner has all proprietary rights to these materials, and that these materials are entrusted to the Recipient on basis of execution of contract tied to this Non-disclosure agreement. STATUS The parties understand that they are not partners or agents, and stress that both parties are to form this contract, as a result of the confidentiality needed in regards to the proper execution of a standalone contract tied to this Non-disclosure agreement. Neither party has an obligation to purchase products or services from the other party. The Recipient understands the implied limitation of offering products or services created by the Recipient resulting from misuse of the received confidential information. DAMAGES DUE TO DISCLOSURE Disclosure of these materials, whether willingly, by default, negligence or failure to comply with the organizational orders by the Owner or an authorized agent thereof may give the right of redress to the Owner. The Recipient understands that further legal remedies may be taken against him/her because of any harm or loss suffered by the Owner of the confidential information because of the disclosure. NON-SOLICITATION AND NON-COMPETITION In consideration of the experience, know-how, training and other vital organizational or market knowledge, which is to be acquired through working for the Owner, the Employee hereby promises that he/she will NOT, either during the employment or for a period of time of (insert number of years – usually up to two years) consecutive years (months) after termination of employment, directly or indirectly, for the sake of the Employee or for any third party, accept employment or in any other way, directly or indirectly, engage in business activities which are of direct competition to the Owner. In this period, the Recipient further promises NOT TO solicit any current or potential customer of the Owner identified in the duration of the employment with the Owner, or otherwise divert, or attempt to do so, any business from the Owner. The relevant geographical area to which this provision is applicable is the regular place in which the Owner solicits and conducts business, and/or any area to which, as far as the Recipient’s knowledge is, the Owner has plans of future expansion, investment and establishment of another business, which is tied to this business. Both parties are compliant that the time and territorial scope of this Subsection is reasonable, and proportionate with the specifications of the duties the Employee is obliged to conduct, as regulated in this Agreement, and that the restrictions are further reasonable given the Recipient’s access to the Owner’s experience, training programmers, organizational or market knowledge, know-how and insider information which is to be acquired during the employment. If a court of law under the applicable jurisdiction this Agreement is to be revised under deems this subsection unreasonable, it is to be changed by either a constructive judgment or operation of law, in order to ensure the maximal protection of the Owner’s rights and interests. The Recipient hereby agrees that in case of judicial interpretation of this clause, the Owner’s interest are to be protected in the full extent on this issue, as permitted by applicable law. In the event of non-compliance, default or breach of this provision, the Recipient agrees to penalties (if the damage can be determined) or discretional legal claims (if the damage is undeterminable) under the “Damages’ subsection of this Agreement. LIMITATION OF WARRANTY The Recipient is aware that the information is provided „as is“. The OWNER DOES NOT MAKE ANY WARRANTIES, EITHER EXPRESS OR IMPLIED, WITH RESPECT TO THE CONFIDENTIAL INFORMATION AND HEREBY EXPRESSLY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES, MERCHANT ABILITY AND FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT SHALL THE OWNER BE FURTHER LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES IN CONNECTION WITH OR ARISING FROM THE PERFORMANCE OR USE OF ANY PORTION OF THE CONFIDENTIAL INFORMATION. The Owner neither represents or warrants that any product, busines plans or any other information relating to the Business will be marketed or carried out as disclosed, or at all. Any actions taken by the Recipient in response to the disclosure of the Confidential information is to be solely at the Recipient’s own risk. LICENSING PROVISIONS. The recipient shall not acquire any intellectual property rights under this Agreement, except the right to limited used of information as set forth and specified above. The Recipient acknowledges and understands that, as between the Owner and the Recipient, the informaiton and all related intellectual property rights are, and shall, at all times, be, the property of the Owner, even if suggestions, comments, or ideas made by the Recipient are incorporated into the confidential information or related materials during the validity of this Agreement. INDEMNIFICATION The parties agree to defend, indemnify and hold harmless the other party and its officers, directors, agents, affiliates, distributors, representatives and employees from any and all third party claims, demands, liabilities, cost and expenses, including reasonable attorney’s fees, costs and expenses resulting from the indemnifying party’s material breach of any duty, representation or warranty as per this Agreement. ATTORNEY’S FEES The prevailing party shall be entitled to recover reasonable attorney’s fees and costs in case any legal action between the parties concerning this Agreement is to be taken. RELEVANT TERM The obligations of this Agreement are to survive 2 years form the effective date or until the owner sends the Recipient written notice releasing the Recipient from this Agreement. After that, the Recipient is to continue to protect the information received during the term of this Agreement from unauthorized use or disclosure indefinitely. SEVERABILITY. CONTINUITY. This Agreement represents the complete understanding and consensus of the Parties in this Non-Disclosure Agreement, and thus shall supersede all previous oral or written agreements, regarding the subject matter regulated herein. Obligations on behalf of the Recipient under this agreement is to be voided by means of written notice of the Owner of confidential information, aside from the “Relevant Term” subsection, which is to survive voiding of any rights or termination of this Agreement. This Agreement may be terminated by means of written notice of the Owner or by end of the contractual relationship to which this Non-disclosure agreement undoubtedly ties to the execution of a contract related to this Non-disclosure agreement All unilateral modifications of the terms of this Agreement are invalid, except for the written notices by the Owner on voiding obligations of the Recipient or terminating this Agreement. Any other changes are subject to consensus by both Parties, and are to be done by renewal, addendum, modification or other instrument recognized by applicable law. DISPUTE RESOLUTION. JURISDICTION The Parties agree to solve all disputes or controversies, including those arising from termination of contract in a manner other than filing court actions. Alternative dispute-resolution prevents statute barring of the rights and obligations arising from this Agreement. If these dispute-resolving methods prove unsuccessful, they are to commence court proceedings. This Agreement shall be governed by and construed in accordance with the jurisdiction of the primary place of business the Owner resides. All disputes or litigation arising from the content of this contract or its execution will be therefore processed in the respective jurisdiction of the Owner’s place of business. PRO-VALIDITY CLAUSE If any provision of this Agreement is, or is to be found by an appropriate authority, unenforceable under governing law, that will not affect the enforceability of any other provisions of this Agreement. Statutory provisions by US State of Florida Law will govern all aspects of NDA Agreement, which have not been regulated by the provisions of this agreement. DAMAGES If damages, resulting as a breach of Terms on behalf of the Recipient cannot be determined, the Owner has the right, in his/her sole discretion, to seek legal remedy amounting in the maximum amount of (set maximum amount), including all reasonable litigation expenses, court costs and reasonable attorney‘s fees. INTERPRETATION GUIDELINES This contract is freely stipulated and solemnized by both parties, who have an equal position in negotiating the terms therein. The contract is not to be interpreted in favor of the party who/which had not drafted it, as it is a freely established relationship between two equal parties under applicable US, State of Texas applicable Law. IN WITNESS WHEREOF, both Parties have concluded and agree to sign this Contract, personally or by their respective authorized agent, as of the day and year set forth above. RECIPIENT OWNER __________________ __________________

Receiving Party shall not disclose the fact that Agreement was agreed or negotiated.

NotMentioned

NON-DISCLOSURE AGREEMENT _________________________________________________________ This Non-Disclosure Agreement (hereinafter referred to as: “Contract” or “Agreement”) was freely stipulated and entered into without any pressure or duress whatsoever as of (insert effective date), between: JB Machine LLC, having primary place of residence at 14309 Toepperwein rd ste 403 San Antonio, TX 78233 (hereinafter referred to as “Recipient” or “Company”), And (Recipient), having primary place of residence at ___________________________________________________________________________ ___________________________________________________________________________ ___________________________________________________________________________ (hereinafter referred to as “Owner” or “Client”), (Collectively referred to as: “Parties”, “Contractors”) Both of whom hereby agree to be bound and abide by the provisions stated in this agreement Thereby, the Client desires to protect his legitimate rights of confidentiality regarding the business that the Client owns and operates. The Recipient of confidential information has agreed to keep the information shared by the Client, which may be, connected to doing business with the Company, confidential in nature or otherwise important for the Client. The Company respects the legitimate interests of the Client, and is willing to abide by the terms set out in this contract. Both parties agree that there is no weaker party in this agreement, as both parties have had equivalent bargaining powers prior to formation of this contract. Therefore, in consideration and respect to all the mutually stipulated provisions, promises and obligations made by the Parties in this specific Contract, the Parties covenant and agree as follows: SOURCE OF INFORMATION The information received by the Recipient is primarily from execution of a standalone contract connected to the Recipient’s business. The Recipient is, by all objective standards a legitimate and legally bound private entity established under applicable US law. Within the scope of the business activity of the Recipient, who works and operates in the manufacturing and wholesale business, the existent agreement between the parties, more specifically, its execution does require certain confidential information from the Owner. CONFIDENTIAL INFORMATION For the purposes of this Agreement, the term “Confidential information” (abbreviated: “information”) means any information or material which is proprietary to the Owner, whether or not owned or developed by the Owner, which is generally not known to anyone but the Owner, and which the Recipient is to obtain by fulfilling his/hers duties. The term is also to be used for information, metric units, useful designs, technical data, expertise, descriptions, plans, schemes, sketches, or other information, which is proprietary to the Owner of the classified information. Confidential information will include any information provided, directly or indirectly, by the owner, as well as information regarding various parameters of performance, procedure or other relevant characteristic, which is tied to the relevant position. Confidential information also includes any information of the owner and a third party with which the Owner deals, including, but not limited to: financial information, business records, plans, trade secrets, product ideas, technical data of any type, contracts, billing records, pricing structure, discounts, property, investments, strategic alliances, partnerships, customer or client lists. The nature of the information and manner of the disclosure are such that a reasonable person would understand to be confidential. Confidential information is also to include information, which is not to be clearly classified as such, and are connected to the execution of contract on behalf of the Recipient of confidential information. EXCEPTIONS FROM CONFIDENTIAL INFORMATION The Term “Confidential information” does NOT include: - Matter of public or otherwise freely accessible knowledge, resulting from direct disclosure by the Owner - Information rightfully received by the Recipient from a Third party without any duty of confidentiality - Independently developed information on behalf of the Recipient - Already disclosed information for the purposes of court or civil proceedings, respecting the principle of “minimal disclosure” - Information disclosed on behalf of the Recipient with prior written or oral ascent from the Owner OBLIGATION OF PROTECTION The Recipient hereby understand the sensitive nature of the information, and thus acknowledges that the information is a valuable, special and unique asses proprietary to the Owner, which provides the Owner with a significant competitive advantage, and thus needs to be protected from improper disclosure. In consideration for the receipt by the Recipient of information, the Recipient agrees to: - Hold the information in confidence and will not, in any way, disclose the information to any person or entity without prior written ascent of the Owner - Not copy or, in any way, modify any information without the prior written ascent of the Owner - The Recipient is to promptly advise the Owner if the Recipient becomes aware of an possible unauthorized disclosure or use of the information - The Recipient is not to disclose any information to any employees of the Recipient, aside from the employees required - To have the information in order to perform their job duties in connection with the limited purposes of this Agreement. Each authorized Employee to whom confidential information is disclosed shall sign a non-disclosure agreement substantially same as this agreement upon request of the Owner. PROTECTION OF INTEREST. DISPOSAL OF INFORMATION The Recipient is to protect any type of information, whether fitting the definition of “confidential information” or not, if he or she believes that disclosing this information may lead to a loss or damage of any kind to the Owner. The Recipient is to dispose of paperwork, data, discs, memory cards, e-mails or any copies of modifications made upon previous written ascent from the Owner in a manner prescribed by the Owner’s disposal of information policy. The Recipient shall be informed on the protocols of discarding or disposing of any tangible medium upon request. RIGHT TO INJUCTIVE RELIEF If it appears that the Recipient has, or has threatened to, disclose any confidential information in violation of this Agreement’s provisions, the owner shall be entitled to an injunctive relief restraining the Recipient form further or any such disclosure. The Owner is not limited to seeking any other forms of legal remedy in sole discretion and as seen fit by the Owner. NON-CIRCUMVENTION For a period of (insert number) years after the end of the term of this Agreement, the Recipient is not to attempt to do business with, or otherwise solicit any business contracts found or otherwise referred by Owner to Recipient for the purpose of circumventing, the result of which shall be to prevent the Owner from realizing or recognizing a profit, fees, or otherwise, without the specific written approval of the Owner. If any circumvention is to occur, the Owner is to be entitled to any commission due pursuant to this Agreement, or relating to such transaction. THE RIGHT TO FORGET. DISCRETIONAL RIGHTS OF THE OWNER All records obtained by the recipient which are not meant to be returned to the Owner, unless to be used for further production or future business, are to be deleted and destroyed. The Owner of confidential information shall inform the Recipient in writing (unless explicitly stated in this contract) on which information can be securely kept, which are to be destroyed and which are to be returned. RETURN OF CONFIDENTIAL INFORMATION On demand, at any time and at any event which may occur the Recipient is obliged to immediately deliver to the Owner all the date, manuals, lists, notes, writings, product lists, photocopies, recordings, disks or other material (including duplicates and/or copies of any such property and/or material) concerning the work at hand. The Recipient understands and respects that the Owner has all proprietary rights to these materials, and that these materials are entrusted to the Recipient on basis of execution of contract tied to this Non-disclosure agreement. STATUS The parties understand that they are not partners or agents, and stress that both parties are to form this contract, as a result of the confidentiality needed in regards to the proper execution of a standalone contract tied to this Non-disclosure agreement. Neither party has an obligation to purchase products or services from the other party. The Recipient understands the implied limitation of offering products or services created by the Recipient resulting from misuse of the received confidential information. DAMAGES DUE TO DISCLOSURE Disclosure of these materials, whether willingly, by default, negligence or failure to comply with the organizational orders by the Owner or an authorized agent thereof may give the right of redress to the Owner. The Recipient understands that further legal remedies may be taken against him/her because of any harm or loss suffered by the Owner of the confidential information because of the disclosure. NON-SOLICITATION AND NON-COMPETITION In consideration of the experience, know-how, training and other vital organizational or market knowledge, which is to be acquired through working for the Owner, the Employee hereby promises that he/she will NOT, either during the employment or for a period of time of (insert number of years – usually up to two years) consecutive years (months) after termination of employment, directly or indirectly, for the sake of the Employee or for any third party, accept employment or in any other way, directly or indirectly, engage in business activities which are of direct competition to the Owner. In this period, the Recipient further promises NOT TO solicit any current or potential customer of the Owner identified in the duration of the employment with the Owner, or otherwise divert, or attempt to do so, any business from the Owner. The relevant geographical area to which this provision is applicable is the regular place in which the Owner solicits and conducts business, and/or any area to which, as far as the Recipient’s knowledge is, the Owner has plans of future expansion, investment and establishment of another business, which is tied to this business. Both parties are compliant that the time and territorial scope of this Subsection is reasonable, and proportionate with the specifications of the duties the Employee is obliged to conduct, as regulated in this Agreement, and that the restrictions are further reasonable given the Recipient’s access to the Owner’s experience, training programmers, organizational or market knowledge, know-how and insider information which is to be acquired during the employment. If a court of law under the applicable jurisdiction this Agreement is to be revised under deems this subsection unreasonable, it is to be changed by either a constructive judgment or operation of law, in order to ensure the maximal protection of the Owner’s rights and interests. The Recipient hereby agrees that in case of judicial interpretation of this clause, the Owner’s interest are to be protected in the full extent on this issue, as permitted by applicable law. In the event of non-compliance, default or breach of this provision, the Recipient agrees to penalties (if the damage can be determined) or discretional legal claims (if the damage is undeterminable) under the “Damages’ subsection of this Agreement. LIMITATION OF WARRANTY The Recipient is aware that the information is provided „as is“. The OWNER DOES NOT MAKE ANY WARRANTIES, EITHER EXPRESS OR IMPLIED, WITH RESPECT TO THE CONFIDENTIAL INFORMATION AND HEREBY EXPRESSLY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES, MERCHANT ABILITY AND FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT SHALL THE OWNER BE FURTHER LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES IN CONNECTION WITH OR ARISING FROM THE PERFORMANCE OR USE OF ANY PORTION OF THE CONFIDENTIAL INFORMATION. The Owner neither represents or warrants that any product, busines plans or any other information relating to the Business will be marketed or carried out as disclosed, or at all. Any actions taken by the Recipient in response to the disclosure of the Confidential information is to be solely at the Recipient’s own risk. LICENSING PROVISIONS. The recipient shall not acquire any intellectual property rights under this Agreement, except the right to limited used of information as set forth and specified above. The Recipient acknowledges and understands that, as between the Owner and the Recipient, the informaiton and all related intellectual property rights are, and shall, at all times, be, the property of the Owner, even if suggestions, comments, or ideas made by the Recipient are incorporated into the confidential information or related materials during the validity of this Agreement. INDEMNIFICATION The parties agree to defend, indemnify and hold harmless the other party and its officers, directors, agents, affiliates, distributors, representatives and employees from any and all third party claims, demands, liabilities, cost and expenses, including reasonable attorney’s fees, costs and expenses resulting from the indemnifying party’s material breach of any duty, representation or warranty as per this Agreement. ATTORNEY’S FEES The prevailing party shall be entitled to recover reasonable attorney’s fees and costs in case any legal action between the parties concerning this Agreement is to be taken. RELEVANT TERM The obligations of this Agreement are to survive 2 years form the effective date or until the owner sends the Recipient written notice releasing the Recipient from this Agreement. After that, the Recipient is to continue to protect the information received during the term of this Agreement from unauthorized use or disclosure indefinitely. SEVERABILITY. CONTINUITY. This Agreement represents the complete understanding and consensus of the Parties in this Non-Disclosure Agreement, and thus shall supersede all previous oral or written agreements, regarding the subject matter regulated herein. Obligations on behalf of the Recipient under this agreement is to be voided by means of written notice of the Owner of confidential information, aside from the “Relevant Term” subsection, which is to survive voiding of any rights or termination of this Agreement. This Agreement may be terminated by means of written notice of the Owner or by end of the contractual relationship to which this Non-disclosure agreement undoubtedly ties to the execution of a contract related to this Non-disclosure agreement All unilateral modifications of the terms of this Agreement are invalid, except for the written notices by the Owner on voiding obligations of the Recipient or terminating this Agreement. Any other changes are subject to consensus by both Parties, and are to be done by renewal, addendum, modification or other instrument recognized by applicable law. DISPUTE RESOLUTION. JURISDICTION The Parties agree to solve all disputes or controversies, including those arising from termination of contract in a manner other than filing court actions. Alternative dispute-resolution prevents statute barring of the rights and obligations arising from this Agreement. If these dispute-resolving methods prove unsuccessful, they are to commence court proceedings. This Agreement shall be governed by and construed in accordance with the jurisdiction of the primary place of business the Owner resides. All disputes or litigation arising from the content of this contract or its execution will be therefore processed in the respective jurisdiction of the Owner’s place of business. PRO-VALIDITY CLAUSE If any provision of this Agreement is, or is to be found by an appropriate authority, unenforceable under governing law, that will not affect the enforceability of any other provisions of this Agreement. Statutory provisions by US State of Florida Law will govern all aspects of NDA Agreement, which have not been regulated by the provisions of this agreement. DAMAGES If damages, resulting as a breach of Terms on behalf of the Recipient cannot be determined, the Owner has the right, in his/her sole discretion, to seek legal remedy amounting in the maximum amount of (set maximum amount), including all reasonable litigation expenses, court costs and reasonable attorney‘s fees. INTERPRETATION GUIDELINES This contract is freely stipulated and solemnized by both parties, who have an equal position in negotiating the terms therein. The contract is not to be interpreted in favor of the party who/which had not drafted it, as it is a freely established relationship between two equal parties under applicable US, State of Texas applicable Law. IN WITNESS WHEREOF, both Parties have concluded and agree to sign this Contract, personally or by their respective authorized agent, as of the day and year set forth above. RECIPIENT OWNER __________________ __________________

Confidential Information shall only include technical information.

Contradiction

NON-DISCLOSURE AGREEMENT _________________________________________________________ This Non-Disclosure Agreement (hereinafter referred to as: “Contract” or “Agreement”) was freely stipulated and entered into without any pressure or duress whatsoever as of (insert effective date), between: JB Machine LLC, having primary place of residence at 14309 Toepperwein rd ste 403 San Antonio, TX 78233 (hereinafter referred to as “Recipient” or “Company”), And (Recipient), having primary place of residence at ___________________________________________________________________________ ___________________________________________________________________________ ___________________________________________________________________________ (hereinafter referred to as “Owner” or “Client”), (Collectively referred to as: “Parties”, “Contractors”) Both of whom hereby agree to be bound and abide by the provisions stated in this agreement Thereby, the Client desires to protect his legitimate rights of confidentiality regarding the business that the Client owns and operates. The Recipient of confidential information has agreed to keep the information shared by the Client, which may be, connected to doing business with the Company, confidential in nature or otherwise important for the Client. The Company respects the legitimate interests of the Client, and is willing to abide by the terms set out in this contract. Both parties agree that there is no weaker party in this agreement, as both parties have had equivalent bargaining powers prior to formation of this contract. Therefore, in consideration and respect to all the mutually stipulated provisions, promises and obligations made by the Parties in this specific Contract, the Parties covenant and agree as follows: SOURCE OF INFORMATION The information received by the Recipient is primarily from execution of a standalone contract connected to the Recipient’s business. The Recipient is, by all objective standards a legitimate and legally bound private entity established under applicable US law. Within the scope of the business activity of the Recipient, who works and operates in the manufacturing and wholesale business, the existent agreement between the parties, more specifically, its execution does require certain confidential information from the Owner. CONFIDENTIAL INFORMATION For the purposes of this Agreement, the term “Confidential information” (abbreviated: “information”) means any information or material which is proprietary to the Owner, whether or not owned or developed by the Owner, which is generally not known to anyone but the Owner, and which the Recipient is to obtain by fulfilling his/hers duties. The term is also to be used for information, metric units, useful designs, technical data, expertise, descriptions, plans, schemes, sketches, or other information, which is proprietary to the Owner of the classified information. Confidential information will include any information provided, directly or indirectly, by the owner, as well as information regarding various parameters of performance, procedure or other relevant characteristic, which is tied to the relevant position. Confidential information also includes any information of the owner and a third party with which the Owner deals, including, but not limited to: financial information, business records, plans, trade secrets, product ideas, technical data of any type, contracts, billing records, pricing structure, discounts, property, investments, strategic alliances, partnerships, customer or client lists. The nature of the information and manner of the disclosure are such that a reasonable person would understand to be confidential. Confidential information is also to include information, which is not to be clearly classified as such, and are connected to the execution of contract on behalf of the Recipient of confidential information. EXCEPTIONS FROM CONFIDENTIAL INFORMATION The Term “Confidential information” does NOT include: - Matter of public or otherwise freely accessible knowledge, resulting from direct disclosure by the Owner - Information rightfully received by the Recipient from a Third party without any duty of confidentiality - Independently developed information on behalf of the Recipient - Already disclosed information for the purposes of court or civil proceedings, respecting the principle of “minimal disclosure” - Information disclosed on behalf of the Recipient with prior written or oral ascent from the Owner OBLIGATION OF PROTECTION The Recipient hereby understand the sensitive nature of the information, and thus acknowledges that the information is a valuable, special and unique asses proprietary to the Owner, which provides the Owner with a significant competitive advantage, and thus needs to be protected from improper disclosure. In consideration for the receipt by the Recipient of information, the Recipient agrees to: - Hold the information in confidence and will not, in any way, disclose the information to any person or entity without prior written ascent of the Owner - Not copy or, in any way, modify any information without the prior written ascent of the Owner - The Recipient is to promptly advise the Owner if the Recipient becomes aware of an possible unauthorized disclosure or use of the information - The Recipient is not to disclose any information to any employees of the Recipient, aside from the employees required - To have the information in order to perform their job duties in connection with the limited purposes of this Agreement. Each authorized Employee to whom confidential information is disclosed shall sign a non-disclosure agreement substantially same as this agreement upon request of the Owner. PROTECTION OF INTEREST. DISPOSAL OF INFORMATION The Recipient is to protect any type of information, whether fitting the definition of “confidential information” or not, if he or she believes that disclosing this information may lead to a loss or damage of any kind to the Owner. The Recipient is to dispose of paperwork, data, discs, memory cards, e-mails or any copies of modifications made upon previous written ascent from the Owner in a manner prescribed by the Owner’s disposal of information policy. The Recipient shall be informed on the protocols of discarding or disposing of any tangible medium upon request. RIGHT TO INJUCTIVE RELIEF If it appears that the Recipient has, or has threatened to, disclose any confidential information in violation of this Agreement’s provisions, the owner shall be entitled to an injunctive relief restraining the Recipient form further or any such disclosure. The Owner is not limited to seeking any other forms of legal remedy in sole discretion and as seen fit by the Owner. NON-CIRCUMVENTION For a period of (insert number) years after the end of the term of this Agreement, the Recipient is not to attempt to do business with, or otherwise solicit any business contracts found or otherwise referred by Owner to Recipient for the purpose of circumventing, the result of which shall be to prevent the Owner from realizing or recognizing a profit, fees, or otherwise, without the specific written approval of the Owner. If any circumvention is to occur, the Owner is to be entitled to any commission due pursuant to this Agreement, or relating to such transaction. THE RIGHT TO FORGET. DISCRETIONAL RIGHTS OF THE OWNER All records obtained by the recipient which are not meant to be returned to the Owner, unless to be used for further production or future business, are to be deleted and destroyed. The Owner of confidential information shall inform the Recipient in writing (unless explicitly stated in this contract) on which information can be securely kept, which are to be destroyed and which are to be returned. RETURN OF CONFIDENTIAL INFORMATION On demand, at any time and at any event which may occur the Recipient is obliged to immediately deliver to the Owner all the date, manuals, lists, notes, writings, product lists, photocopies, recordings, disks or other material (including duplicates and/or copies of any such property and/or material) concerning the work at hand. The Recipient understands and respects that the Owner has all proprietary rights to these materials, and that these materials are entrusted to the Recipient on basis of execution of contract tied to this Non-disclosure agreement. STATUS The parties understand that they are not partners or agents, and stress that both parties are to form this contract, as a result of the confidentiality needed in regards to the proper execution of a standalone contract tied to this Non-disclosure agreement. Neither party has an obligation to purchase products or services from the other party. The Recipient understands the implied limitation of offering products or services created by the Recipient resulting from misuse of the received confidential information. DAMAGES DUE TO DISCLOSURE Disclosure of these materials, whether willingly, by default, negligence or failure to comply with the organizational orders by the Owner or an authorized agent thereof may give the right of redress to the Owner. The Recipient understands that further legal remedies may be taken against him/her because of any harm or loss suffered by the Owner of the confidential information because of the disclosure. NON-SOLICITATION AND NON-COMPETITION In consideration of the experience, know-how, training and other vital organizational or market knowledge, which is to be acquired through working for the Owner, the Employee hereby promises that he/she will NOT, either during the employment or for a period of time of (insert number of years – usually up to two years) consecutive years (months) after termination of employment, directly or indirectly, for the sake of the Employee or for any third party, accept employment or in any other way, directly or indirectly, engage in business activities which are of direct competition to the Owner. In this period, the Recipient further promises NOT TO solicit any current or potential customer of the Owner identified in the duration of the employment with the Owner, or otherwise divert, or attempt to do so, any business from the Owner. The relevant geographical area to which this provision is applicable is the regular place in which the Owner solicits and conducts business, and/or any area to which, as far as the Recipient’s knowledge is, the Owner has plans of future expansion, investment and establishment of another business, which is tied to this business. Both parties are compliant that the time and territorial scope of this Subsection is reasonable, and proportionate with the specifications of the duties the Employee is obliged to conduct, as regulated in this Agreement, and that the restrictions are further reasonable given the Recipient’s access to the Owner’s experience, training programmers, organizational or market knowledge, know-how and insider information which is to be acquired during the employment. If a court of law under the applicable jurisdiction this Agreement is to be revised under deems this subsection unreasonable, it is to be changed by either a constructive judgment or operation of law, in order to ensure the maximal protection of the Owner’s rights and interests. The Recipient hereby agrees that in case of judicial interpretation of this clause, the Owner’s interest are to be protected in the full extent on this issue, as permitted by applicable law. In the event of non-compliance, default or breach of this provision, the Recipient agrees to penalties (if the damage can be determined) or discretional legal claims (if the damage is undeterminable) under the “Damages’ subsection of this Agreement. LIMITATION OF WARRANTY The Recipient is aware that the information is provided „as is“. The OWNER DOES NOT MAKE ANY WARRANTIES, EITHER EXPRESS OR IMPLIED, WITH RESPECT TO THE CONFIDENTIAL INFORMATION AND HEREBY EXPRESSLY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES, MERCHANT ABILITY AND FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT SHALL THE OWNER BE FURTHER LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES IN CONNECTION WITH OR ARISING FROM THE PERFORMANCE OR USE OF ANY PORTION OF THE CONFIDENTIAL INFORMATION. The Owner neither represents or warrants that any product, busines plans or any other information relating to the Business will be marketed or carried out as disclosed, or at all. Any actions taken by the Recipient in response to the disclosure of the Confidential information is to be solely at the Recipient’s own risk. LICENSING PROVISIONS. The recipient shall not acquire any intellectual property rights under this Agreement, except the right to limited used of information as set forth and specified above. The Recipient acknowledges and understands that, as between the Owner and the Recipient, the informaiton and all related intellectual property rights are, and shall, at all times, be, the property of the Owner, even if suggestions, comments, or ideas made by the Recipient are incorporated into the confidential information or related materials during the validity of this Agreement. INDEMNIFICATION The parties agree to defend, indemnify and hold harmless the other party and its officers, directors, agents, affiliates, distributors, representatives and employees from any and all third party claims, demands, liabilities, cost and expenses, including reasonable attorney’s fees, costs and expenses resulting from the indemnifying party’s material breach of any duty, representation or warranty as per this Agreement. ATTORNEY’S FEES The prevailing party shall be entitled to recover reasonable attorney’s fees and costs in case any legal action between the parties concerning this Agreement is to be taken. RELEVANT TERM The obligations of this Agreement are to survive 2 years form the effective date or until the owner sends the Recipient written notice releasing the Recipient from this Agreement. After that, the Recipient is to continue to protect the information received during the term of this Agreement from unauthorized use or disclosure indefinitely. SEVERABILITY. CONTINUITY. This Agreement represents the complete understanding and consensus of the Parties in this Non-Disclosure Agreement, and thus shall supersede all previous oral or written agreements, regarding the subject matter regulated herein. Obligations on behalf of the Recipient under this agreement is to be voided by means of written notice of the Owner of confidential information, aside from the “Relevant Term” subsection, which is to survive voiding of any rights or termination of this Agreement. This Agreement may be terminated by means of written notice of the Owner or by end of the contractual relationship to which this Non-disclosure agreement undoubtedly ties to the execution of a contract related to this Non-disclosure agreement All unilateral modifications of the terms of this Agreement are invalid, except for the written notices by the Owner on voiding obligations of the Recipient or terminating this Agreement. Any other changes are subject to consensus by both Parties, and are to be done by renewal, addendum, modification or other instrument recognized by applicable law. DISPUTE RESOLUTION. JURISDICTION The Parties agree to solve all disputes or controversies, including those arising from termination of contract in a manner other than filing court actions. Alternative dispute-resolution prevents statute barring of the rights and obligations arising from this Agreement. If these dispute-resolving methods prove unsuccessful, they are to commence court proceedings. This Agreement shall be governed by and construed in accordance with the jurisdiction of the primary place of business the Owner resides. All disputes or litigation arising from the content of this contract or its execution will be therefore processed in the respective jurisdiction of the Owner’s place of business. PRO-VALIDITY CLAUSE If any provision of this Agreement is, or is to be found by an appropriate authority, unenforceable under governing law, that will not affect the enforceability of any other provisions of this Agreement. Statutory provisions by US State of Florida Law will govern all aspects of NDA Agreement, which have not been regulated by the provisions of this agreement. DAMAGES If damages, resulting as a breach of Terms on behalf of the Recipient cannot be determined, the Owner has the right, in his/her sole discretion, to seek legal remedy amounting in the maximum amount of (set maximum amount), including all reasonable litigation expenses, court costs and reasonable attorney‘s fees. INTERPRETATION GUIDELINES This contract is freely stipulated and solemnized by both parties, who have an equal position in negotiating the terms therein. The contract is not to be interpreted in favor of the party who/which had not drafted it, as it is a freely established relationship between two equal parties under applicable US, State of Texas applicable Law. IN WITNESS WHEREOF, both Parties have concluded and agree to sign this Contract, personally or by their respective authorized agent, as of the day and year set forth above. RECIPIENT OWNER __________________ __________________

All Confidential Information shall be expressly identified by the Disclosing Party.

Contradiction

NON-DISCLOSURE AGREEMENT _________________________________________________________ This Non-Disclosure Agreement (hereinafter referred to as: “Contract” or “Agreement”) was freely stipulated and entered into without any pressure or duress whatsoever as of (insert effective date), between: JB Machine LLC, having primary place of residence at 14309 Toepperwein rd ste 403 San Antonio, TX 78233 (hereinafter referred to as “Recipient” or “Company”), And (Recipient), having primary place of residence at ___________________________________________________________________________ ___________________________________________________________________________ ___________________________________________________________________________ (hereinafter referred to as “Owner” or “Client”), (Collectively referred to as: “Parties”, “Contractors”) Both of whom hereby agree to be bound and abide by the provisions stated in this agreement Thereby, the Client desires to protect his legitimate rights of confidentiality regarding the business that the Client owns and operates. The Recipient of confidential information has agreed to keep the information shared by the Client, which may be, connected to doing business with the Company, confidential in nature or otherwise important for the Client. The Company respects the legitimate interests of the Client, and is willing to abide by the terms set out in this contract. Both parties agree that there is no weaker party in this agreement, as both parties have had equivalent bargaining powers prior to formation of this contract. Therefore, in consideration and respect to all the mutually stipulated provisions, promises and obligations made by the Parties in this specific Contract, the Parties covenant and agree as follows: SOURCE OF INFORMATION The information received by the Recipient is primarily from execution of a standalone contract connected to the Recipient’s business. The Recipient is, by all objective standards a legitimate and legally bound private entity established under applicable US law. Within the scope of the business activity of the Recipient, who works and operates in the manufacturing and wholesale business, the existent agreement between the parties, more specifically, its execution does require certain confidential information from the Owner. CONFIDENTIAL INFORMATION For the purposes of this Agreement, the term “Confidential information” (abbreviated: “information”) means any information or material which is proprietary to the Owner, whether or not owned or developed by the Owner, which is generally not known to anyone but the Owner, and which the Recipient is to obtain by fulfilling his/hers duties. The term is also to be used for information, metric units, useful designs, technical data, expertise, descriptions, plans, schemes, sketches, or other information, which is proprietary to the Owner of the classified information. Confidential information will include any information provided, directly or indirectly, by the owner, as well as information regarding various parameters of performance, procedure or other relevant characteristic, which is tied to the relevant position. Confidential information also includes any information of the owner and a third party with which the Owner deals, including, but not limited to: financial information, business records, plans, trade secrets, product ideas, technical data of any type, contracts, billing records, pricing structure, discounts, property, investments, strategic alliances, partnerships, customer or client lists. The nature of the information and manner of the disclosure are such that a reasonable person would understand to be confidential. Confidential information is also to include information, which is not to be clearly classified as such, and are connected to the execution of contract on behalf of the Recipient of confidential information. EXCEPTIONS FROM CONFIDENTIAL INFORMATION The Term “Confidential information” does NOT include: - Matter of public or otherwise freely accessible knowledge, resulting from direct disclosure by the Owner - Information rightfully received by the Recipient from a Third party without any duty of confidentiality - Independently developed information on behalf of the Recipient - Already disclosed information for the purposes of court or civil proceedings, respecting the principle of “minimal disclosure” - Information disclosed on behalf of the Recipient with prior written or oral ascent from the Owner OBLIGATION OF PROTECTION The Recipient hereby understand the sensitive nature of the information, and thus acknowledges that the information is a valuable, special and unique asses proprietary to the Owner, which provides the Owner with a significant competitive advantage, and thus needs to be protected from improper disclosure. In consideration for the receipt by the Recipient of information, the Recipient agrees to: - Hold the information in confidence and will not, in any way, disclose the information to any person or entity without prior written ascent of the Owner - Not copy or, in any way, modify any information without the prior written ascent of the Owner - The Recipient is to promptly advise the Owner if the Recipient becomes aware of an possible unauthorized disclosure or use of the information - The Recipient is not to disclose any information to any employees of the Recipient, aside from the employees required - To have the information in order to perform their job duties in connection with the limited purposes of this Agreement. Each authorized Employee to whom confidential information is disclosed shall sign a non-disclosure agreement substantially same as this agreement upon request of the Owner. PROTECTION OF INTEREST. DISPOSAL OF INFORMATION The Recipient is to protect any type of information, whether fitting the definition of “confidential information” or not, if he or she believes that disclosing this information may lead to a loss or damage of any kind to the Owner. The Recipient is to dispose of paperwork, data, discs, memory cards, e-mails or any copies of modifications made upon previous written ascent from the Owner in a manner prescribed by the Owner’s disposal of information policy. The Recipient shall be informed on the protocols of discarding or disposing of any tangible medium upon request. RIGHT TO INJUCTIVE RELIEF If it appears that the Recipient has, or has threatened to, disclose any confidential information in violation of this Agreement’s provisions, the owner shall be entitled to an injunctive relief restraining the Recipient form further or any such disclosure. The Owner is not limited to seeking any other forms of legal remedy in sole discretion and as seen fit by the Owner. NON-CIRCUMVENTION For a period of (insert number) years after the end of the term of this Agreement, the Recipient is not to attempt to do business with, or otherwise solicit any business contracts found or otherwise referred by Owner to Recipient for the purpose of circumventing, the result of which shall be to prevent the Owner from realizing or recognizing a profit, fees, or otherwise, without the specific written approval of the Owner. If any circumvention is to occur, the Owner is to be entitled to any commission due pursuant to this Agreement, or relating to such transaction. THE RIGHT TO FORGET. DISCRETIONAL RIGHTS OF THE OWNER All records obtained by the recipient which are not meant to be returned to the Owner, unless to be used for further production or future business, are to be deleted and destroyed. The Owner of confidential information shall inform the Recipient in writing (unless explicitly stated in this contract) on which information can be securely kept, which are to be destroyed and which are to be returned. RETURN OF CONFIDENTIAL INFORMATION On demand, at any time and at any event which may occur the Recipient is obliged to immediately deliver to the Owner all the date, manuals, lists, notes, writings, product lists, photocopies, recordings, disks or other material (including duplicates and/or copies of any such property and/or material) concerning the work at hand. The Recipient understands and respects that the Owner has all proprietary rights to these materials, and that these materials are entrusted to the Recipient on basis of execution of contract tied to this Non-disclosure agreement. STATUS The parties understand that they are not partners or agents, and stress that both parties are to form this contract, as a result of the confidentiality needed in regards to the proper execution of a standalone contract tied to this Non-disclosure agreement. Neither party has an obligation to purchase products or services from the other party. The Recipient understands the implied limitation of offering products or services created by the Recipient resulting from misuse of the received confidential information. DAMAGES DUE TO DISCLOSURE Disclosure of these materials, whether willingly, by default, negligence or failure to comply with the organizational orders by the Owner or an authorized agent thereof may give the right of redress to the Owner. The Recipient understands that further legal remedies may be taken against him/her because of any harm or loss suffered by the Owner of the confidential information because of the disclosure. NON-SOLICITATION AND NON-COMPETITION In consideration of the experience, know-how, training and other vital organizational or market knowledge, which is to be acquired through working for the Owner, the Employee hereby promises that he/she will NOT, either during the employment or for a period of time of (insert number of years – usually up to two years) consecutive years (months) after termination of employment, directly or indirectly, for the sake of the Employee or for any third party, accept employment or in any other way, directly or indirectly, engage in business activities which are of direct competition to the Owner. In this period, the Recipient further promises NOT TO solicit any current or potential customer of the Owner identified in the duration of the employment with the Owner, or otherwise divert, or attempt to do so, any business from the Owner. The relevant geographical area to which this provision is applicable is the regular place in which the Owner solicits and conducts business, and/or any area to which, as far as the Recipient’s knowledge is, the Owner has plans of future expansion, investment and establishment of another business, which is tied to this business. Both parties are compliant that the time and territorial scope of this Subsection is reasonable, and proportionate with the specifications of the duties the Employee is obliged to conduct, as regulated in this Agreement, and that the restrictions are further reasonable given the Recipient’s access to the Owner’s experience, training programmers, organizational or market knowledge, know-how and insider information which is to be acquired during the employment. If a court of law under the applicable jurisdiction this Agreement is to be revised under deems this subsection unreasonable, it is to be changed by either a constructive judgment or operation of law, in order to ensure the maximal protection of the Owner’s rights and interests. The Recipient hereby agrees that in case of judicial interpretation of this clause, the Owner’s interest are to be protected in the full extent on this issue, as permitted by applicable law. In the event of non-compliance, default or breach of this provision, the Recipient agrees to penalties (if the damage can be determined) or discretional legal claims (if the damage is undeterminable) under the “Damages’ subsection of this Agreement. LIMITATION OF WARRANTY The Recipient is aware that the information is provided „as is“. The OWNER DOES NOT MAKE ANY WARRANTIES, EITHER EXPRESS OR IMPLIED, WITH RESPECT TO THE CONFIDENTIAL INFORMATION AND HEREBY EXPRESSLY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES, MERCHANT ABILITY AND FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT SHALL THE OWNER BE FURTHER LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES IN CONNECTION WITH OR ARISING FROM THE PERFORMANCE OR USE OF ANY PORTION OF THE CONFIDENTIAL INFORMATION. The Owner neither represents or warrants that any product, busines plans or any other information relating to the Business will be marketed or carried out as disclosed, or at all. Any actions taken by the Recipient in response to the disclosure of the Confidential information is to be solely at the Recipient’s own risk. LICENSING PROVISIONS. The recipient shall not acquire any intellectual property rights under this Agreement, except the right to limited used of information as set forth and specified above. The Recipient acknowledges and understands that, as between the Owner and the Recipient, the informaiton and all related intellectual property rights are, and shall, at all times, be, the property of the Owner, even if suggestions, comments, or ideas made by the Recipient are incorporated into the confidential information or related materials during the validity of this Agreement. INDEMNIFICATION The parties agree to defend, indemnify and hold harmless the other party and its officers, directors, agents, affiliates, distributors, representatives and employees from any and all third party claims, demands, liabilities, cost and expenses, including reasonable attorney’s fees, costs and expenses resulting from the indemnifying party’s material breach of any duty, representation or warranty as per this Agreement. ATTORNEY’S FEES The prevailing party shall be entitled to recover reasonable attorney’s fees and costs in case any legal action between the parties concerning this Agreement is to be taken. RELEVANT TERM The obligations of this Agreement are to survive 2 years form the effective date or until the owner sends the Recipient written notice releasing the Recipient from this Agreement. After that, the Recipient is to continue to protect the information received during the term of this Agreement from unauthorized use or disclosure indefinitely. SEVERABILITY. CONTINUITY. This Agreement represents the complete understanding and consensus of the Parties in this Non-Disclosure Agreement, and thus shall supersede all previous oral or written agreements, regarding the subject matter regulated herein. Obligations on behalf of the Recipient under this agreement is to be voided by means of written notice of the Owner of confidential information, aside from the “Relevant Term” subsection, which is to survive voiding of any rights or termination of this Agreement. This Agreement may be terminated by means of written notice of the Owner or by end of the contractual relationship to which this Non-disclosure agreement undoubtedly ties to the execution of a contract related to this Non-disclosure agreement All unilateral modifications of the terms of this Agreement are invalid, except for the written notices by the Owner on voiding obligations of the Recipient or terminating this Agreement. Any other changes are subject to consensus by both Parties, and are to be done by renewal, addendum, modification or other instrument recognized by applicable law. DISPUTE RESOLUTION. JURISDICTION The Parties agree to solve all disputes or controversies, including those arising from termination of contract in a manner other than filing court actions. Alternative dispute-resolution prevents statute barring of the rights and obligations arising from this Agreement. If these dispute-resolving methods prove unsuccessful, they are to commence court proceedings. This Agreement shall be governed by and construed in accordance with the jurisdiction of the primary place of business the Owner resides. All disputes or litigation arising from the content of this contract or its execution will be therefore processed in the respective jurisdiction of the Owner’s place of business. PRO-VALIDITY CLAUSE If any provision of this Agreement is, or is to be found by an appropriate authority, unenforceable under governing law, that will not affect the enforceability of any other provisions of this Agreement. Statutory provisions by US State of Florida Law will govern all aspects of NDA Agreement, which have not been regulated by the provisions of this agreement. DAMAGES If damages, resulting as a breach of Terms on behalf of the Recipient cannot be determined, the Owner has the right, in his/her sole discretion, to seek legal remedy amounting in the maximum amount of (set maximum amount), including all reasonable litigation expenses, court costs and reasonable attorney‘s fees. INTERPRETATION GUIDELINES This contract is freely stipulated and solemnized by both parties, who have an equal position in negotiating the terms therein. The contract is not to be interpreted in favor of the party who/which had not drafted it, as it is a freely established relationship between two equal parties under applicable US, State of Texas applicable Law. IN WITNESS WHEREOF, both Parties have concluded and agree to sign this Contract, personally or by their respective authorized agent, as of the day and year set forth above. RECIPIENT OWNER __________________ __________________

Some obligations of Agreement may survive termination of Agreement.

Entailment

NON-DISCLOSURE AGREEMENT _________________________________________________________ This Non-Disclosure Agreement (hereinafter referred to as: “Contract” or “Agreement”) was freely stipulated and entered into without any pressure or duress whatsoever as of (insert effective date), between: JB Machine LLC, having primary place of residence at 14309 Toepperwein rd ste 403 San Antonio, TX 78233 (hereinafter referred to as “Recipient” or “Company”), And (Recipient), having primary place of residence at ___________________________________________________________________________ ___________________________________________________________________________ ___________________________________________________________________________ (hereinafter referred to as “Owner” or “Client”), (Collectively referred to as: “Parties”, “Contractors”) Both of whom hereby agree to be bound and abide by the provisions stated in this agreement Thereby, the Client desires to protect his legitimate rights of confidentiality regarding the business that the Client owns and operates. The Recipient of confidential information has agreed to keep the information shared by the Client, which may be, connected to doing business with the Company, confidential in nature or otherwise important for the Client. The Company respects the legitimate interests of the Client, and is willing to abide by the terms set out in this contract. Both parties agree that there is no weaker party in this agreement, as both parties have had equivalent bargaining powers prior to formation of this contract. Therefore, in consideration and respect to all the mutually stipulated provisions, promises and obligations made by the Parties in this specific Contract, the Parties covenant and agree as follows: SOURCE OF INFORMATION The information received by the Recipient is primarily from execution of a standalone contract connected to the Recipient’s business. The Recipient is, by all objective standards a legitimate and legally bound private entity established under applicable US law. Within the scope of the business activity of the Recipient, who works and operates in the manufacturing and wholesale business, the existent agreement between the parties, more specifically, its execution does require certain confidential information from the Owner. CONFIDENTIAL INFORMATION For the purposes of this Agreement, the term “Confidential information” (abbreviated: “information”) means any information or material which is proprietary to the Owner, whether or not owned or developed by the Owner, which is generally not known to anyone but the Owner, and which the Recipient is to obtain by fulfilling his/hers duties. The term is also to be used for information, metric units, useful designs, technical data, expertise, descriptions, plans, schemes, sketches, or other information, which is proprietary to the Owner of the classified information. Confidential information will include any information provided, directly or indirectly, by the owner, as well as information regarding various parameters of performance, procedure or other relevant characteristic, which is tied to the relevant position. Confidential information also includes any information of the owner and a third party with which the Owner deals, including, but not limited to: financial information, business records, plans, trade secrets, product ideas, technical data of any type, contracts, billing records, pricing structure, discounts, property, investments, strategic alliances, partnerships, customer or client lists. The nature of the information and manner of the disclosure are such that a reasonable person would understand to be confidential. Confidential information is also to include information, which is not to be clearly classified as such, and are connected to the execution of contract on behalf of the Recipient of confidential information. EXCEPTIONS FROM CONFIDENTIAL INFORMATION The Term “Confidential information” does NOT include: - Matter of public or otherwise freely accessible knowledge, resulting from direct disclosure by the Owner - Information rightfully received by the Recipient from a Third party without any duty of confidentiality - Independently developed information on behalf of the Recipient - Already disclosed information for the purposes of court or civil proceedings, respecting the principle of “minimal disclosure” - Information disclosed on behalf of the Recipient with prior written or oral ascent from the Owner OBLIGATION OF PROTECTION The Recipient hereby understand the sensitive nature of the information, and thus acknowledges that the information is a valuable, special and unique asses proprietary to the Owner, which provides the Owner with a significant competitive advantage, and thus needs to be protected from improper disclosure. In consideration for the receipt by the Recipient of information, the Recipient agrees to: - Hold the information in confidence and will not, in any way, disclose the information to any person or entity without prior written ascent of the Owner - Not copy or, in any way, modify any information without the prior written ascent of the Owner - The Recipient is to promptly advise the Owner if the Recipient becomes aware of an possible unauthorized disclosure or use of the information - The Recipient is not to disclose any information to any employees of the Recipient, aside from the employees required - To have the information in order to perform their job duties in connection with the limited purposes of this Agreement. Each authorized Employee to whom confidential information is disclosed shall sign a non-disclosure agreement substantially same as this agreement upon request of the Owner. PROTECTION OF INTEREST. DISPOSAL OF INFORMATION The Recipient is to protect any type of information, whether fitting the definition of “confidential information” or not, if he or she believes that disclosing this information may lead to a loss or damage of any kind to the Owner. The Recipient is to dispose of paperwork, data, discs, memory cards, e-mails or any copies of modifications made upon previous written ascent from the Owner in a manner prescribed by the Owner’s disposal of information policy. The Recipient shall be informed on the protocols of discarding or disposing of any tangible medium upon request. RIGHT TO INJUCTIVE RELIEF If it appears that the Recipient has, or has threatened to, disclose any confidential information in violation of this Agreement’s provisions, the owner shall be entitled to an injunctive relief restraining the Recipient form further or any such disclosure. The Owner is not limited to seeking any other forms of legal remedy in sole discretion and as seen fit by the Owner. NON-CIRCUMVENTION For a period of (insert number) years after the end of the term of this Agreement, the Recipient is not to attempt to do business with, or otherwise solicit any business contracts found or otherwise referred by Owner to Recipient for the purpose of circumventing, the result of which shall be to prevent the Owner from realizing or recognizing a profit, fees, or otherwise, without the specific written approval of the Owner. If any circumvention is to occur, the Owner is to be entitled to any commission due pursuant to this Agreement, or relating to such transaction. THE RIGHT TO FORGET. DISCRETIONAL RIGHTS OF THE OWNER All records obtained by the recipient which are not meant to be returned to the Owner, unless to be used for further production or future business, are to be deleted and destroyed. The Owner of confidential information shall inform the Recipient in writing (unless explicitly stated in this contract) on which information can be securely kept, which are to be destroyed and which are to be returned. RETURN OF CONFIDENTIAL INFORMATION On demand, at any time and at any event which may occur the Recipient is obliged to immediately deliver to the Owner all the date, manuals, lists, notes, writings, product lists, photocopies, recordings, disks or other material (including duplicates and/or copies of any such property and/or material) concerning the work at hand. The Recipient understands and respects that the Owner has all proprietary rights to these materials, and that these materials are entrusted to the Recipient on basis of execution of contract tied to this Non-disclosure agreement. STATUS The parties understand that they are not partners or agents, and stress that both parties are to form this contract, as a result of the confidentiality needed in regards to the proper execution of a standalone contract tied to this Non-disclosure agreement. Neither party has an obligation to purchase products or services from the other party. The Recipient understands the implied limitation of offering products or services created by the Recipient resulting from misuse of the received confidential information. DAMAGES DUE TO DISCLOSURE Disclosure of these materials, whether willingly, by default, negligence or failure to comply with the organizational orders by the Owner or an authorized agent thereof may give the right of redress to the Owner. The Recipient understands that further legal remedies may be taken against him/her because of any harm or loss suffered by the Owner of the confidential information because of the disclosure. NON-SOLICITATION AND NON-COMPETITION In consideration of the experience, know-how, training and other vital organizational or market knowledge, which is to be acquired through working for the Owner, the Employee hereby promises that he/she will NOT, either during the employment or for a period of time of (insert number of years – usually up to two years) consecutive years (months) after termination of employment, directly or indirectly, for the sake of the Employee or for any third party, accept employment or in any other way, directly or indirectly, engage in business activities which are of direct competition to the Owner. In this period, the Recipient further promises NOT TO solicit any current or potential customer of the Owner identified in the duration of the employment with the Owner, or otherwise divert, or attempt to do so, any business from the Owner. The relevant geographical area to which this provision is applicable is the regular place in which the Owner solicits and conducts business, and/or any area to which, as far as the Recipient’s knowledge is, the Owner has plans of future expansion, investment and establishment of another business, which is tied to this business. Both parties are compliant that the time and territorial scope of this Subsection is reasonable, and proportionate with the specifications of the duties the Employee is obliged to conduct, as regulated in this Agreement, and that the restrictions are further reasonable given the Recipient’s access to the Owner’s experience, training programmers, organizational or market knowledge, know-how and insider information which is to be acquired during the employment. If a court of law under the applicable jurisdiction this Agreement is to be revised under deems this subsection unreasonable, it is to be changed by either a constructive judgment or operation of law, in order to ensure the maximal protection of the Owner’s rights and interests. The Recipient hereby agrees that in case of judicial interpretation of this clause, the Owner’s interest are to be protected in the full extent on this issue, as permitted by applicable law. In the event of non-compliance, default or breach of this provision, the Recipient agrees to penalties (if the damage can be determined) or discretional legal claims (if the damage is undeterminable) under the “Damages’ subsection of this Agreement. LIMITATION OF WARRANTY The Recipient is aware that the information is provided „as is“. The OWNER DOES NOT MAKE ANY WARRANTIES, EITHER EXPRESS OR IMPLIED, WITH RESPECT TO THE CONFIDENTIAL INFORMATION AND HEREBY EXPRESSLY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES, MERCHANT ABILITY AND FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT SHALL THE OWNER BE FURTHER LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES IN CONNECTION WITH OR ARISING FROM THE PERFORMANCE OR USE OF ANY PORTION OF THE CONFIDENTIAL INFORMATION. The Owner neither represents or warrants that any product, busines plans or any other information relating to the Business will be marketed or carried out as disclosed, or at all. Any actions taken by the Recipient in response to the disclosure of the Confidential information is to be solely at the Recipient’s own risk. LICENSING PROVISIONS. The recipient shall not acquire any intellectual property rights under this Agreement, except the right to limited used of information as set forth and specified above. The Recipient acknowledges and understands that, as between the Owner and the Recipient, the informaiton and all related intellectual property rights are, and shall, at all times, be, the property of the Owner, even if suggestions, comments, or ideas made by the Recipient are incorporated into the confidential information or related materials during the validity of this Agreement. INDEMNIFICATION The parties agree to defend, indemnify and hold harmless the other party and its officers, directors, agents, affiliates, distributors, representatives and employees from any and all third party claims, demands, liabilities, cost and expenses, including reasonable attorney’s fees, costs and expenses resulting from the indemnifying party’s material breach of any duty, representation or warranty as per this Agreement. ATTORNEY’S FEES The prevailing party shall be entitled to recover reasonable attorney’s fees and costs in case any legal action between the parties concerning this Agreement is to be taken. RELEVANT TERM The obligations of this Agreement are to survive 2 years form the effective date or until the owner sends the Recipient written notice releasing the Recipient from this Agreement. After that, the Recipient is to continue to protect the information received during the term of this Agreement from unauthorized use or disclosure indefinitely. SEVERABILITY. CONTINUITY. This Agreement represents the complete understanding and consensus of the Parties in this Non-Disclosure Agreement, and thus shall supersede all previous oral or written agreements, regarding the subject matter regulated herein. Obligations on behalf of the Recipient under this agreement is to be voided by means of written notice of the Owner of confidential information, aside from the “Relevant Term” subsection, which is to survive voiding of any rights or termination of this Agreement. This Agreement may be terminated by means of written notice of the Owner or by end of the contractual relationship to which this Non-disclosure agreement undoubtedly ties to the execution of a contract related to this Non-disclosure agreement All unilateral modifications of the terms of this Agreement are invalid, except for the written notices by the Owner on voiding obligations of the Recipient or terminating this Agreement. Any other changes are subject to consensus by both Parties, and are to be done by renewal, addendum, modification or other instrument recognized by applicable law. DISPUTE RESOLUTION. JURISDICTION The Parties agree to solve all disputes or controversies, including those arising from termination of contract in a manner other than filing court actions. Alternative dispute-resolution prevents statute barring of the rights and obligations arising from this Agreement. If these dispute-resolving methods prove unsuccessful, they are to commence court proceedings. This Agreement shall be governed by and construed in accordance with the jurisdiction of the primary place of business the Owner resides. All disputes or litigation arising from the content of this contract or its execution will be therefore processed in the respective jurisdiction of the Owner’s place of business. PRO-VALIDITY CLAUSE If any provision of this Agreement is, or is to be found by an appropriate authority, unenforceable under governing law, that will not affect the enforceability of any other provisions of this Agreement. Statutory provisions by US State of Florida Law will govern all aspects of NDA Agreement, which have not been regulated by the provisions of this agreement. DAMAGES If damages, resulting as a breach of Terms on behalf of the Recipient cannot be determined, the Owner has the right, in his/her sole discretion, to seek legal remedy amounting in the maximum amount of (set maximum amount), including all reasonable litigation expenses, court costs and reasonable attorney‘s fees. INTERPRETATION GUIDELINES This contract is freely stipulated and solemnized by both parties, who have an equal position in negotiating the terms therein. The contract is not to be interpreted in favor of the party who/which had not drafted it, as it is a freely established relationship between two equal parties under applicable US, State of Texas applicable Law. IN WITNESS WHEREOF, both Parties have concluded and agree to sign this Contract, personally or by their respective authorized agent, as of the day and year set forth above. RECIPIENT OWNER __________________ __________________

Receiving Party may independently develop information similar to Confidential Information.

Entailment

NON-DISCLOSURE AGREEMENT _________________________________________________________ This Non-Disclosure Agreement (hereinafter referred to as: “Contract” or “Agreement”) was freely stipulated and entered into without any pressure or duress whatsoever as of (insert effective date), between: JB Machine LLC, having primary place of residence at 14309 Toepperwein rd ste 403 San Antonio, TX 78233 (hereinafter referred to as “Recipient” or “Company”), And (Recipient), having primary place of residence at ___________________________________________________________________________ ___________________________________________________________________________ ___________________________________________________________________________ (hereinafter referred to as “Owner” or “Client”), (Collectively referred to as: “Parties”, “Contractors”) Both of whom hereby agree to be bound and abide by the provisions stated in this agreement Thereby, the Client desires to protect his legitimate rights of confidentiality regarding the business that the Client owns and operates. The Recipient of confidential information has agreed to keep the information shared by the Client, which may be, connected to doing business with the Company, confidential in nature or otherwise important for the Client. The Company respects the legitimate interests of the Client, and is willing to abide by the terms set out in this contract. Both parties agree that there is no weaker party in this agreement, as both parties have had equivalent bargaining powers prior to formation of this contract. Therefore, in consideration and respect to all the mutually stipulated provisions, promises and obligations made by the Parties in this specific Contract, the Parties covenant and agree as follows: SOURCE OF INFORMATION The information received by the Recipient is primarily from execution of a standalone contract connected to the Recipient’s business. The Recipient is, by all objective standards a legitimate and legally bound private entity established under applicable US law. Within the scope of the business activity of the Recipient, who works and operates in the manufacturing and wholesale business, the existent agreement between the parties, more specifically, its execution does require certain confidential information from the Owner. CONFIDENTIAL INFORMATION For the purposes of this Agreement, the term “Confidential information” (abbreviated: “information”) means any information or material which is proprietary to the Owner, whether or not owned or developed by the Owner, which is generally not known to anyone but the Owner, and which the Recipient is to obtain by fulfilling his/hers duties. The term is also to be used for information, metric units, useful designs, technical data, expertise, descriptions, plans, schemes, sketches, or other information, which is proprietary to the Owner of the classified information. Confidential information will include any information provided, directly or indirectly, by the owner, as well as information regarding various parameters of performance, procedure or other relevant characteristic, which is tied to the relevant position. Confidential information also includes any information of the owner and a third party with which the Owner deals, including, but not limited to: financial information, business records, plans, trade secrets, product ideas, technical data of any type, contracts, billing records, pricing structure, discounts, property, investments, strategic alliances, partnerships, customer or client lists. The nature of the information and manner of the disclosure are such that a reasonable person would understand to be confidential. Confidential information is also to include information, which is not to be clearly classified as such, and are connected to the execution of contract on behalf of the Recipient of confidential information. EXCEPTIONS FROM CONFIDENTIAL INFORMATION The Term “Confidential information” does NOT include: - Matter of public or otherwise freely accessible knowledge, resulting from direct disclosure by the Owner - Information rightfully received by the Recipient from a Third party without any duty of confidentiality - Independently developed information on behalf of the Recipient - Already disclosed information for the purposes of court or civil proceedings, respecting the principle of “minimal disclosure” - Information disclosed on behalf of the Recipient with prior written or oral ascent from the Owner OBLIGATION OF PROTECTION The Recipient hereby understand the sensitive nature of the information, and thus acknowledges that the information is a valuable, special and unique asses proprietary to the Owner, which provides the Owner with a significant competitive advantage, and thus needs to be protected from improper disclosure. In consideration for the receipt by the Recipient of information, the Recipient agrees to: - Hold the information in confidence and will not, in any way, disclose the information to any person or entity without prior written ascent of the Owner - Not copy or, in any way, modify any information without the prior written ascent of the Owner - The Recipient is to promptly advise the Owner if the Recipient becomes aware of an possible unauthorized disclosure or use of the information - The Recipient is not to disclose any information to any employees of the Recipient, aside from the employees required - To have the information in order to perform their job duties in connection with the limited purposes of this Agreement. Each authorized Employee to whom confidential information is disclosed shall sign a non-disclosure agreement substantially same as this agreement upon request of the Owner. PROTECTION OF INTEREST. DISPOSAL OF INFORMATION The Recipient is to protect any type of information, whether fitting the definition of “confidential information” or not, if he or she believes that disclosing this information may lead to a loss or damage of any kind to the Owner. The Recipient is to dispose of paperwork, data, discs, memory cards, e-mails or any copies of modifications made upon previous written ascent from the Owner in a manner prescribed by the Owner’s disposal of information policy. The Recipient shall be informed on the protocols of discarding or disposing of any tangible medium upon request. RIGHT TO INJUCTIVE RELIEF If it appears that the Recipient has, or has threatened to, disclose any confidential information in violation of this Agreement’s provisions, the owner shall be entitled to an injunctive relief restraining the Recipient form further or any such disclosure. The Owner is not limited to seeking any other forms of legal remedy in sole discretion and as seen fit by the Owner. NON-CIRCUMVENTION For a period of (insert number) years after the end of the term of this Agreement, the Recipient is not to attempt to do business with, or otherwise solicit any business contracts found or otherwise referred by Owner to Recipient for the purpose of circumventing, the result of which shall be to prevent the Owner from realizing or recognizing a profit, fees, or otherwise, without the specific written approval of the Owner. If any circumvention is to occur, the Owner is to be entitled to any commission due pursuant to this Agreement, or relating to such transaction. THE RIGHT TO FORGET. DISCRETIONAL RIGHTS OF THE OWNER All records obtained by the recipient which are not meant to be returned to the Owner, unless to be used for further production or future business, are to be deleted and destroyed. The Owner of confidential information shall inform the Recipient in writing (unless explicitly stated in this contract) on which information can be securely kept, which are to be destroyed and which are to be returned. RETURN OF CONFIDENTIAL INFORMATION On demand, at any time and at any event which may occur the Recipient is obliged to immediately deliver to the Owner all the date, manuals, lists, notes, writings, product lists, photocopies, recordings, disks or other material (including duplicates and/or copies of any such property and/or material) concerning the work at hand. The Recipient understands and respects that the Owner has all proprietary rights to these materials, and that these materials are entrusted to the Recipient on basis of execution of contract tied to this Non-disclosure agreement. STATUS The parties understand that they are not partners or agents, and stress that both parties are to form this contract, as a result of the confidentiality needed in regards to the proper execution of a standalone contract tied to this Non-disclosure agreement. Neither party has an obligation to purchase products or services from the other party. The Recipient understands the implied limitation of offering products or services created by the Recipient resulting from misuse of the received confidential information. DAMAGES DUE TO DISCLOSURE Disclosure of these materials, whether willingly, by default, negligence or failure to comply with the organizational orders by the Owner or an authorized agent thereof may give the right of redress to the Owner. The Recipient understands that further legal remedies may be taken against him/her because of any harm or loss suffered by the Owner of the confidential information because of the disclosure. NON-SOLICITATION AND NON-COMPETITION In consideration of the experience, know-how, training and other vital organizational or market knowledge, which is to be acquired through working for the Owner, the Employee hereby promises that he/she will NOT, either during the employment or for a period of time of (insert number of years – usually up to two years) consecutive years (months) after termination of employment, directly or indirectly, for the sake of the Employee or for any third party, accept employment or in any other way, directly or indirectly, engage in business activities which are of direct competition to the Owner. In this period, the Recipient further promises NOT TO solicit any current or potential customer of the Owner identified in the duration of the employment with the Owner, or otherwise divert, or attempt to do so, any business from the Owner. The relevant geographical area to which this provision is applicable is the regular place in which the Owner solicits and conducts business, and/or any area to which, as far as the Recipient’s knowledge is, the Owner has plans of future expansion, investment and establishment of another business, which is tied to this business. Both parties are compliant that the time and territorial scope of this Subsection is reasonable, and proportionate with the specifications of the duties the Employee is obliged to conduct, as regulated in this Agreement, and that the restrictions are further reasonable given the Recipient’s access to the Owner’s experience, training programmers, organizational or market knowledge, know-how and insider information which is to be acquired during the employment. If a court of law under the applicable jurisdiction this Agreement is to be revised under deems this subsection unreasonable, it is to be changed by either a constructive judgment or operation of law, in order to ensure the maximal protection of the Owner’s rights and interests. The Recipient hereby agrees that in case of judicial interpretation of this clause, the Owner’s interest are to be protected in the full extent on this issue, as permitted by applicable law. In the event of non-compliance, default or breach of this provision, the Recipient agrees to penalties (if the damage can be determined) or discretional legal claims (if the damage is undeterminable) under the “Damages’ subsection of this Agreement. LIMITATION OF WARRANTY The Recipient is aware that the information is provided „as is“. The OWNER DOES NOT MAKE ANY WARRANTIES, EITHER EXPRESS OR IMPLIED, WITH RESPECT TO THE CONFIDENTIAL INFORMATION AND HEREBY EXPRESSLY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES, MERCHANT ABILITY AND FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT SHALL THE OWNER BE FURTHER LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES IN CONNECTION WITH OR ARISING FROM THE PERFORMANCE OR USE OF ANY PORTION OF THE CONFIDENTIAL INFORMATION. The Owner neither represents or warrants that any product, busines plans or any other information relating to the Business will be marketed or carried out as disclosed, or at all. Any actions taken by the Recipient in response to the disclosure of the Confidential information is to be solely at the Recipient’s own risk. LICENSING PROVISIONS. The recipient shall not acquire any intellectual property rights under this Agreement, except the right to limited used of information as set forth and specified above. The Recipient acknowledges and understands that, as between the Owner and the Recipient, the informaiton and all related intellectual property rights are, and shall, at all times, be, the property of the Owner, even if suggestions, comments, or ideas made by the Recipient are incorporated into the confidential information or related materials during the validity of this Agreement. INDEMNIFICATION The parties agree to defend, indemnify and hold harmless the other party and its officers, directors, agents, affiliates, distributors, representatives and employees from any and all third party claims, demands, liabilities, cost and expenses, including reasonable attorney’s fees, costs and expenses resulting from the indemnifying party’s material breach of any duty, representation or warranty as per this Agreement. ATTORNEY’S FEES The prevailing party shall be entitled to recover reasonable attorney’s fees and costs in case any legal action between the parties concerning this Agreement is to be taken. RELEVANT TERM The obligations of this Agreement are to survive 2 years form the effective date or until the owner sends the Recipient written notice releasing the Recipient from this Agreement. After that, the Recipient is to continue to protect the information received during the term of this Agreement from unauthorized use or disclosure indefinitely. SEVERABILITY. CONTINUITY. This Agreement represents the complete understanding and consensus of the Parties in this Non-Disclosure Agreement, and thus shall supersede all previous oral or written agreements, regarding the subject matter regulated herein. Obligations on behalf of the Recipient under this agreement is to be voided by means of written notice of the Owner of confidential information, aside from the “Relevant Term” subsection, which is to survive voiding of any rights or termination of this Agreement. This Agreement may be terminated by means of written notice of the Owner or by end of the contractual relationship to which this Non-disclosure agreement undoubtedly ties to the execution of a contract related to this Non-disclosure agreement All unilateral modifications of the terms of this Agreement are invalid, except for the written notices by the Owner on voiding obligations of the Recipient or terminating this Agreement. Any other changes are subject to consensus by both Parties, and are to be done by renewal, addendum, modification or other instrument recognized by applicable law. DISPUTE RESOLUTION. JURISDICTION The Parties agree to solve all disputes or controversies, including those arising from termination of contract in a manner other than filing court actions. Alternative dispute-resolution prevents statute barring of the rights and obligations arising from this Agreement. If these dispute-resolving methods prove unsuccessful, they are to commence court proceedings. This Agreement shall be governed by and construed in accordance with the jurisdiction of the primary place of business the Owner resides. All disputes or litigation arising from the content of this contract or its execution will be therefore processed in the respective jurisdiction of the Owner’s place of business. PRO-VALIDITY CLAUSE If any provision of this Agreement is, or is to be found by an appropriate authority, unenforceable under governing law, that will not affect the enforceability of any other provisions of this Agreement. Statutory provisions by US State of Florida Law will govern all aspects of NDA Agreement, which have not been regulated by the provisions of this agreement. DAMAGES If damages, resulting as a breach of Terms on behalf of the Recipient cannot be determined, the Owner has the right, in his/her sole discretion, to seek legal remedy amounting in the maximum amount of (set maximum amount), including all reasonable litigation expenses, court costs and reasonable attorney‘s fees. INTERPRETATION GUIDELINES This contract is freely stipulated and solemnized by both parties, who have an equal position in negotiating the terms therein. The contract is not to be interpreted in favor of the party who/which had not drafted it, as it is a freely established relationship between two equal parties under applicable US, State of Texas applicable Law. IN WITNESS WHEREOF, both Parties have concluded and agree to sign this Contract, personally or by their respective authorized agent, as of the day and year set forth above. RECIPIENT OWNER __________________ __________________

Receiving Party may retain some Confidential Information even after the return or destruction of Confidential Information.

Contradiction

NON-DISCLOSURE AGREEMENT _________________________________________________________ This Non-Disclosure Agreement (hereinafter referred to as: “Contract” or “Agreement”) was freely stipulated and entered into without any pressure or duress whatsoever as of (insert effective date), between: JB Machine LLC, having primary place of residence at 14309 Toepperwein rd ste 403 San Antonio, TX 78233 (hereinafter referred to as “Recipient” or “Company”), And (Recipient), having primary place of residence at ___________________________________________________________________________ ___________________________________________________________________________ ___________________________________________________________________________ (hereinafter referred to as “Owner” or “Client”), (Collectively referred to as: “Parties”, “Contractors”) Both of whom hereby agree to be bound and abide by the provisions stated in this agreement Thereby, the Client desires to protect his legitimate rights of confidentiality regarding the business that the Client owns and operates. The Recipient of confidential information has agreed to keep the information shared by the Client, which may be, connected to doing business with the Company, confidential in nature or otherwise important for the Client. The Company respects the legitimate interests of the Client, and is willing to abide by the terms set out in this contract. Both parties agree that there is no weaker party in this agreement, as both parties have had equivalent bargaining powers prior to formation of this contract. Therefore, in consideration and respect to all the mutually stipulated provisions, promises and obligations made by the Parties in this specific Contract, the Parties covenant and agree as follows: SOURCE OF INFORMATION The information received by the Recipient is primarily from execution of a standalone contract connected to the Recipient’s business. The Recipient is, by all objective standards a legitimate and legally bound private entity established under applicable US law. Within the scope of the business activity of the Recipient, who works and operates in the manufacturing and wholesale business, the existent agreement between the parties, more specifically, its execution does require certain confidential information from the Owner. CONFIDENTIAL INFORMATION For the purposes of this Agreement, the term “Confidential information” (abbreviated: “information”) means any information or material which is proprietary to the Owner, whether or not owned or developed by the Owner, which is generally not known to anyone but the Owner, and which the Recipient is to obtain by fulfilling his/hers duties. The term is also to be used for information, metric units, useful designs, technical data, expertise, descriptions, plans, schemes, sketches, or other information, which is proprietary to the Owner of the classified information. Confidential information will include any information provided, directly or indirectly, by the owner, as well as information regarding various parameters of performance, procedure or other relevant characteristic, which is tied to the relevant position. Confidential information also includes any information of the owner and a third party with which the Owner deals, including, but not limited to: financial information, business records, plans, trade secrets, product ideas, technical data of any type, contracts, billing records, pricing structure, discounts, property, investments, strategic alliances, partnerships, customer or client lists. The nature of the information and manner of the disclosure are such that a reasonable person would understand to be confidential. Confidential information is also to include information, which is not to be clearly classified as such, and are connected to the execution of contract on behalf of the Recipient of confidential information. EXCEPTIONS FROM CONFIDENTIAL INFORMATION The Term “Confidential information” does NOT include: - Matter of public or otherwise freely accessible knowledge, resulting from direct disclosure by the Owner - Information rightfully received by the Recipient from a Third party without any duty of confidentiality - Independently developed information on behalf of the Recipient - Already disclosed information for the purposes of court or civil proceedings, respecting the principle of “minimal disclosure” - Information disclosed on behalf of the Recipient with prior written or oral ascent from the Owner OBLIGATION OF PROTECTION The Recipient hereby understand the sensitive nature of the information, and thus acknowledges that the information is a valuable, special and unique asses proprietary to the Owner, which provides the Owner with a significant competitive advantage, and thus needs to be protected from improper disclosure. In consideration for the receipt by the Recipient of information, the Recipient agrees to: - Hold the information in confidence and will not, in any way, disclose the information to any person or entity without prior written ascent of the Owner - Not copy or, in any way, modify any information without the prior written ascent of the Owner - The Recipient is to promptly advise the Owner if the Recipient becomes aware of an possible unauthorized disclosure or use of the information - The Recipient is not to disclose any information to any employees of the Recipient, aside from the employees required - To have the information in order to perform their job duties in connection with the limited purposes of this Agreement. Each authorized Employee to whom confidential information is disclosed shall sign a non-disclosure agreement substantially same as this agreement upon request of the Owner. PROTECTION OF INTEREST. DISPOSAL OF INFORMATION The Recipient is to protect any type of information, whether fitting the definition of “confidential information” or not, if he or she believes that disclosing this information may lead to a loss or damage of any kind to the Owner. The Recipient is to dispose of paperwork, data, discs, memory cards, e-mails or any copies of modifications made upon previous written ascent from the Owner in a manner prescribed by the Owner’s disposal of information policy. The Recipient shall be informed on the protocols of discarding or disposing of any tangible medium upon request. RIGHT TO INJUCTIVE RELIEF If it appears that the Recipient has, or has threatened to, disclose any confidential information in violation of this Agreement’s provisions, the owner shall be entitled to an injunctive relief restraining the Recipient form further or any such disclosure. The Owner is not limited to seeking any other forms of legal remedy in sole discretion and as seen fit by the Owner. NON-CIRCUMVENTION For a period of (insert number) years after the end of the term of this Agreement, the Recipient is not to attempt to do business with, or otherwise solicit any business contracts found or otherwise referred by Owner to Recipient for the purpose of circumventing, the result of which shall be to prevent the Owner from realizing or recognizing a profit, fees, or otherwise, without the specific written approval of the Owner. If any circumvention is to occur, the Owner is to be entitled to any commission due pursuant to this Agreement, or relating to such transaction. THE RIGHT TO FORGET. DISCRETIONAL RIGHTS OF THE OWNER All records obtained by the recipient which are not meant to be returned to the Owner, unless to be used for further production or future business, are to be deleted and destroyed. The Owner of confidential information shall inform the Recipient in writing (unless explicitly stated in this contract) on which information can be securely kept, which are to be destroyed and which are to be returned. RETURN OF CONFIDENTIAL INFORMATION On demand, at any time and at any event which may occur the Recipient is obliged to immediately deliver to the Owner all the date, manuals, lists, notes, writings, product lists, photocopies, recordings, disks or other material (including duplicates and/or copies of any such property and/or material) concerning the work at hand. The Recipient understands and respects that the Owner has all proprietary rights to these materials, and that these materials are entrusted to the Recipient on basis of execution of contract tied to this Non-disclosure agreement. STATUS The parties understand that they are not partners or agents, and stress that both parties are to form this contract, as a result of the confidentiality needed in regards to the proper execution of a standalone contract tied to this Non-disclosure agreement. Neither party has an obligation to purchase products or services from the other party. The Recipient understands the implied limitation of offering products or services created by the Recipient resulting from misuse of the received confidential information. DAMAGES DUE TO DISCLOSURE Disclosure of these materials, whether willingly, by default, negligence or failure to comply with the organizational orders by the Owner or an authorized agent thereof may give the right of redress to the Owner. The Recipient understands that further legal remedies may be taken against him/her because of any harm or loss suffered by the Owner of the confidential information because of the disclosure. NON-SOLICITATION AND NON-COMPETITION In consideration of the experience, know-how, training and other vital organizational or market knowledge, which is to be acquired through working for the Owner, the Employee hereby promises that he/she will NOT, either during the employment or for a period of time of (insert number of years – usually up to two years) consecutive years (months) after termination of employment, directly or indirectly, for the sake of the Employee or for any third party, accept employment or in any other way, directly or indirectly, engage in business activities which are of direct competition to the Owner. In this period, the Recipient further promises NOT TO solicit any current or potential customer of the Owner identified in the duration of the employment with the Owner, or otherwise divert, or attempt to do so, any business from the Owner. The relevant geographical area to which this provision is applicable is the regular place in which the Owner solicits and conducts business, and/or any area to which, as far as the Recipient’s knowledge is, the Owner has plans of future expansion, investment and establishment of another business, which is tied to this business. Both parties are compliant that the time and territorial scope of this Subsection is reasonable, and proportionate with the specifications of the duties the Employee is obliged to conduct, as regulated in this Agreement, and that the restrictions are further reasonable given the Recipient’s access to the Owner’s experience, training programmers, organizational or market knowledge, know-how and insider information which is to be acquired during the employment. If a court of law under the applicable jurisdiction this Agreement is to be revised under deems this subsection unreasonable, it is to be changed by either a constructive judgment or operation of law, in order to ensure the maximal protection of the Owner’s rights and interests. The Recipient hereby agrees that in case of judicial interpretation of this clause, the Owner’s interest are to be protected in the full extent on this issue, as permitted by applicable law. In the event of non-compliance, default or breach of this provision, the Recipient agrees to penalties (if the damage can be determined) or discretional legal claims (if the damage is undeterminable) under the “Damages’ subsection of this Agreement. LIMITATION OF WARRANTY The Recipient is aware that the information is provided „as is“. The OWNER DOES NOT MAKE ANY WARRANTIES, EITHER EXPRESS OR IMPLIED, WITH RESPECT TO THE CONFIDENTIAL INFORMATION AND HEREBY EXPRESSLY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES, MERCHANT ABILITY AND FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT SHALL THE OWNER BE FURTHER LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES IN CONNECTION WITH OR ARISING FROM THE PERFORMANCE OR USE OF ANY PORTION OF THE CONFIDENTIAL INFORMATION. The Owner neither represents or warrants that any product, busines plans or any other information relating to the Business will be marketed or carried out as disclosed, or at all. Any actions taken by the Recipient in response to the disclosure of the Confidential information is to be solely at the Recipient’s own risk. LICENSING PROVISIONS. The recipient shall not acquire any intellectual property rights under this Agreement, except the right to limited used of information as set forth and specified above. The Recipient acknowledges and understands that, as between the Owner and the Recipient, the informaiton and all related intellectual property rights are, and shall, at all times, be, the property of the Owner, even if suggestions, comments, or ideas made by the Recipient are incorporated into the confidential information or related materials during the validity of this Agreement. INDEMNIFICATION The parties agree to defend, indemnify and hold harmless the other party and its officers, directors, agents, affiliates, distributors, representatives and employees from any and all third party claims, demands, liabilities, cost and expenses, including reasonable attorney’s fees, costs and expenses resulting from the indemnifying party’s material breach of any duty, representation or warranty as per this Agreement. ATTORNEY’S FEES The prevailing party shall be entitled to recover reasonable attorney’s fees and costs in case any legal action between the parties concerning this Agreement is to be taken. RELEVANT TERM The obligations of this Agreement are to survive 2 years form the effective date or until the owner sends the Recipient written notice releasing the Recipient from this Agreement. After that, the Recipient is to continue to protect the information received during the term of this Agreement from unauthorized use or disclosure indefinitely. SEVERABILITY. CONTINUITY. This Agreement represents the complete understanding and consensus of the Parties in this Non-Disclosure Agreement, and thus shall supersede all previous oral or written agreements, regarding the subject matter regulated herein. Obligations on behalf of the Recipient under this agreement is to be voided by means of written notice of the Owner of confidential information, aside from the “Relevant Term” subsection, which is to survive voiding of any rights or termination of this Agreement. This Agreement may be terminated by means of written notice of the Owner or by end of the contractual relationship to which this Non-disclosure agreement undoubtedly ties to the execution of a contract related to this Non-disclosure agreement All unilateral modifications of the terms of this Agreement are invalid, except for the written notices by the Owner on voiding obligations of the Recipient or terminating this Agreement. Any other changes are subject to consensus by both Parties, and are to be done by renewal, addendum, modification or other instrument recognized by applicable law. DISPUTE RESOLUTION. JURISDICTION The Parties agree to solve all disputes or controversies, including those arising from termination of contract in a manner other than filing court actions. Alternative dispute-resolution prevents statute barring of the rights and obligations arising from this Agreement. If these dispute-resolving methods prove unsuccessful, they are to commence court proceedings. This Agreement shall be governed by and construed in accordance with the jurisdiction of the primary place of business the Owner resides. All disputes or litigation arising from the content of this contract or its execution will be therefore processed in the respective jurisdiction of the Owner’s place of business. PRO-VALIDITY CLAUSE If any provision of this Agreement is, or is to be found by an appropriate authority, unenforceable under governing law, that will not affect the enforceability of any other provisions of this Agreement. Statutory provisions by US State of Florida Law will govern all aspects of NDA Agreement, which have not been regulated by the provisions of this agreement. DAMAGES If damages, resulting as a breach of Terms on behalf of the Recipient cannot be determined, the Owner has the right, in his/her sole discretion, to seek legal remedy amounting in the maximum amount of (set maximum amount), including all reasonable litigation expenses, court costs and reasonable attorney‘s fees. INTERPRETATION GUIDELINES This contract is freely stipulated and solemnized by both parties, who have an equal position in negotiating the terms therein. The contract is not to be interpreted in favor of the party who/which had not drafted it, as it is a freely established relationship between two equal parties under applicable US, State of Texas applicable Law. IN WITNESS WHEREOF, both Parties have concluded and agree to sign this Contract, personally or by their respective authorized agent, as of the day and year set forth above. RECIPIENT OWNER __________________ __________________

Confidential Information may include verbally conveyed information.

NotMentioned

NON-DISCLOSURE AGREEMENT _________________________________________________________ This Non-Disclosure Agreement (hereinafter referred to as: “Contract” or “Agreement”) was freely stipulated and entered into without any pressure or duress whatsoever as of (insert effective date), between: JB Machine LLC, having primary place of residence at 14309 Toepperwein rd ste 403 San Antonio, TX 78233 (hereinafter referred to as “Recipient” or “Company”), And (Recipient), having primary place of residence at ___________________________________________________________________________ ___________________________________________________________________________ ___________________________________________________________________________ (hereinafter referred to as “Owner” or “Client”), (Collectively referred to as: “Parties”, “Contractors”) Both of whom hereby agree to be bound and abide by the provisions stated in this agreement Thereby, the Client desires to protect his legitimate rights of confidentiality regarding the business that the Client owns and operates. The Recipient of confidential information has agreed to keep the information shared by the Client, which may be, connected to doing business with the Company, confidential in nature or otherwise important for the Client. The Company respects the legitimate interests of the Client, and is willing to abide by the terms set out in this contract. Both parties agree that there is no weaker party in this agreement, as both parties have had equivalent bargaining powers prior to formation of this contract. Therefore, in consideration and respect to all the mutually stipulated provisions, promises and obligations made by the Parties in this specific Contract, the Parties covenant and agree as follows: SOURCE OF INFORMATION The information received by the Recipient is primarily from execution of a standalone contract connected to the Recipient’s business. The Recipient is, by all objective standards a legitimate and legally bound private entity established under applicable US law. Within the scope of the business activity of the Recipient, who works and operates in the manufacturing and wholesale business, the existent agreement between the parties, more specifically, its execution does require certain confidential information from the Owner. CONFIDENTIAL INFORMATION For the purposes of this Agreement, the term “Confidential information” (abbreviated: “information”) means any information or material which is proprietary to the Owner, whether or not owned or developed by the Owner, which is generally not known to anyone but the Owner, and which the Recipient is to obtain by fulfilling his/hers duties. The term is also to be used for information, metric units, useful designs, technical data, expertise, descriptions, plans, schemes, sketches, or other information, which is proprietary to the Owner of the classified information. Confidential information will include any information provided, directly or indirectly, by the owner, as well as information regarding various parameters of performance, procedure or other relevant characteristic, which is tied to the relevant position. Confidential information also includes any information of the owner and a third party with which the Owner deals, including, but not limited to: financial information, business records, plans, trade secrets, product ideas, technical data of any type, contracts, billing records, pricing structure, discounts, property, investments, strategic alliances, partnerships, customer or client lists. The nature of the information and manner of the disclosure are such that a reasonable person would understand to be confidential. Confidential information is also to include information, which is not to be clearly classified as such, and are connected to the execution of contract on behalf of the Recipient of confidential information. EXCEPTIONS FROM CONFIDENTIAL INFORMATION The Term “Confidential information” does NOT include: - Matter of public or otherwise freely accessible knowledge, resulting from direct disclosure by the Owner - Information rightfully received by the Recipient from a Third party without any duty of confidentiality - Independently developed information on behalf of the Recipient - Already disclosed information for the purposes of court or civil proceedings, respecting the principle of “minimal disclosure” - Information disclosed on behalf of the Recipient with prior written or oral ascent from the Owner OBLIGATION OF PROTECTION The Recipient hereby understand the sensitive nature of the information, and thus acknowledges that the information is a valuable, special and unique asses proprietary to the Owner, which provides the Owner with a significant competitive advantage, and thus needs to be protected from improper disclosure. In consideration for the receipt by the Recipient of information, the Recipient agrees to: - Hold the information in confidence and will not, in any way, disclose the information to any person or entity without prior written ascent of the Owner - Not copy or, in any way, modify any information without the prior written ascent of the Owner - The Recipient is to promptly advise the Owner if the Recipient becomes aware of an possible unauthorized disclosure or use of the information - The Recipient is not to disclose any information to any employees of the Recipient, aside from the employees required - To have the information in order to perform their job duties in connection with the limited purposes of this Agreement. Each authorized Employee to whom confidential information is disclosed shall sign a non-disclosure agreement substantially same as this agreement upon request of the Owner. PROTECTION OF INTEREST. DISPOSAL OF INFORMATION The Recipient is to protect any type of information, whether fitting the definition of “confidential information” or not, if he or she believes that disclosing this information may lead to a loss or damage of any kind to the Owner. The Recipient is to dispose of paperwork, data, discs, memory cards, e-mails or any copies of modifications made upon previous written ascent from the Owner in a manner prescribed by the Owner’s disposal of information policy. The Recipient shall be informed on the protocols of discarding or disposing of any tangible medium upon request. RIGHT TO INJUCTIVE RELIEF If it appears that the Recipient has, or has threatened to, disclose any confidential information in violation of this Agreement’s provisions, the owner shall be entitled to an injunctive relief restraining the Recipient form further or any such disclosure. The Owner is not limited to seeking any other forms of legal remedy in sole discretion and as seen fit by the Owner. NON-CIRCUMVENTION For a period of (insert number) years after the end of the term of this Agreement, the Recipient is not to attempt to do business with, or otherwise solicit any business contracts found or otherwise referred by Owner to Recipient for the purpose of circumventing, the result of which shall be to prevent the Owner from realizing or recognizing a profit, fees, or otherwise, without the specific written approval of the Owner. If any circumvention is to occur, the Owner is to be entitled to any commission due pursuant to this Agreement, or relating to such transaction. THE RIGHT TO FORGET. DISCRETIONAL RIGHTS OF THE OWNER All records obtained by the recipient which are not meant to be returned to the Owner, unless to be used for further production or future business, are to be deleted and destroyed. The Owner of confidential information shall inform the Recipient in writing (unless explicitly stated in this contract) on which information can be securely kept, which are to be destroyed and which are to be returned. RETURN OF CONFIDENTIAL INFORMATION On demand, at any time and at any event which may occur the Recipient is obliged to immediately deliver to the Owner all the date, manuals, lists, notes, writings, product lists, photocopies, recordings, disks or other material (including duplicates and/or copies of any such property and/or material) concerning the work at hand. The Recipient understands and respects that the Owner has all proprietary rights to these materials, and that these materials are entrusted to the Recipient on basis of execution of contract tied to this Non-disclosure agreement. STATUS The parties understand that they are not partners or agents, and stress that both parties are to form this contract, as a result of the confidentiality needed in regards to the proper execution of a standalone contract tied to this Non-disclosure agreement. Neither party has an obligation to purchase products or services from the other party. The Recipient understands the implied limitation of offering products or services created by the Recipient resulting from misuse of the received confidential information. DAMAGES DUE TO DISCLOSURE Disclosure of these materials, whether willingly, by default, negligence or failure to comply with the organizational orders by the Owner or an authorized agent thereof may give the right of redress to the Owner. The Recipient understands that further legal remedies may be taken against him/her because of any harm or loss suffered by the Owner of the confidential information because of the disclosure. NON-SOLICITATION AND NON-COMPETITION In consideration of the experience, know-how, training and other vital organizational or market knowledge, which is to be acquired through working for the Owner, the Employee hereby promises that he/she will NOT, either during the employment or for a period of time of (insert number of years – usually up to two years) consecutive years (months) after termination of employment, directly or indirectly, for the sake of the Employee or for any third party, accept employment or in any other way, directly or indirectly, engage in business activities which are of direct competition to the Owner. In this period, the Recipient further promises NOT TO solicit any current or potential customer of the Owner identified in the duration of the employment with the Owner, or otherwise divert, or attempt to do so, any business from the Owner. The relevant geographical area to which this provision is applicable is the regular place in which the Owner solicits and conducts business, and/or any area to which, as far as the Recipient’s knowledge is, the Owner has plans of future expansion, investment and establishment of another business, which is tied to this business. Both parties are compliant that the time and territorial scope of this Subsection is reasonable, and proportionate with the specifications of the duties the Employee is obliged to conduct, as regulated in this Agreement, and that the restrictions are further reasonable given the Recipient’s access to the Owner’s experience, training programmers, organizational or market knowledge, know-how and insider information which is to be acquired during the employment. If a court of law under the applicable jurisdiction this Agreement is to be revised under deems this subsection unreasonable, it is to be changed by either a constructive judgment or operation of law, in order to ensure the maximal protection of the Owner’s rights and interests. The Recipient hereby agrees that in case of judicial interpretation of this clause, the Owner’s interest are to be protected in the full extent on this issue, as permitted by applicable law. In the event of non-compliance, default or breach of this provision, the Recipient agrees to penalties (if the damage can be determined) or discretional legal claims (if the damage is undeterminable) under the “Damages’ subsection of this Agreement. LIMITATION OF WARRANTY The Recipient is aware that the information is provided „as is“. The OWNER DOES NOT MAKE ANY WARRANTIES, EITHER EXPRESS OR IMPLIED, WITH RESPECT TO THE CONFIDENTIAL INFORMATION AND HEREBY EXPRESSLY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES, MERCHANT ABILITY AND FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT SHALL THE OWNER BE FURTHER LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES IN CONNECTION WITH OR ARISING FROM THE PERFORMANCE OR USE OF ANY PORTION OF THE CONFIDENTIAL INFORMATION. The Owner neither represents or warrants that any product, busines plans or any other information relating to the Business will be marketed or carried out as disclosed, or at all. Any actions taken by the Recipient in response to the disclosure of the Confidential information is to be solely at the Recipient’s own risk. LICENSING PROVISIONS. The recipient shall not acquire any intellectual property rights under this Agreement, except the right to limited used of information as set forth and specified above. The Recipient acknowledges and understands that, as between the Owner and the Recipient, the informaiton and all related intellectual property rights are, and shall, at all times, be, the property of the Owner, even if suggestions, comments, or ideas made by the Recipient are incorporated into the confidential information or related materials during the validity of this Agreement. INDEMNIFICATION The parties agree to defend, indemnify and hold harmless the other party and its officers, directors, agents, affiliates, distributors, representatives and employees from any and all third party claims, demands, liabilities, cost and expenses, including reasonable attorney’s fees, costs and expenses resulting from the indemnifying party’s material breach of any duty, representation or warranty as per this Agreement. ATTORNEY’S FEES The prevailing party shall be entitled to recover reasonable attorney’s fees and costs in case any legal action between the parties concerning this Agreement is to be taken. RELEVANT TERM The obligations of this Agreement are to survive 2 years form the effective date or until the owner sends the Recipient written notice releasing the Recipient from this Agreement. After that, the Recipient is to continue to protect the information received during the term of this Agreement from unauthorized use or disclosure indefinitely. SEVERABILITY. CONTINUITY. This Agreement represents the complete understanding and consensus of the Parties in this Non-Disclosure Agreement, and thus shall supersede all previous oral or written agreements, regarding the subject matter regulated herein. Obligations on behalf of the Recipient under this agreement is to be voided by means of written notice of the Owner of confidential information, aside from the “Relevant Term” subsection, which is to survive voiding of any rights or termination of this Agreement. This Agreement may be terminated by means of written notice of the Owner or by end of the contractual relationship to which this Non-disclosure agreement undoubtedly ties to the execution of a contract related to this Non-disclosure agreement All unilateral modifications of the terms of this Agreement are invalid, except for the written notices by the Owner on voiding obligations of the Recipient or terminating this Agreement. Any other changes are subject to consensus by both Parties, and are to be done by renewal, addendum, modification or other instrument recognized by applicable law. DISPUTE RESOLUTION. JURISDICTION The Parties agree to solve all disputes or controversies, including those arising from termination of contract in a manner other than filing court actions. Alternative dispute-resolution prevents statute barring of the rights and obligations arising from this Agreement. If these dispute-resolving methods prove unsuccessful, they are to commence court proceedings. This Agreement shall be governed by and construed in accordance with the jurisdiction of the primary place of business the Owner resides. All disputes or litigation arising from the content of this contract or its execution will be therefore processed in the respective jurisdiction of the Owner’s place of business. PRO-VALIDITY CLAUSE If any provision of this Agreement is, or is to be found by an appropriate authority, unenforceable under governing law, that will not affect the enforceability of any other provisions of this Agreement. Statutory provisions by US State of Florida Law will govern all aspects of NDA Agreement, which have not been regulated by the provisions of this agreement. DAMAGES If damages, resulting as a breach of Terms on behalf of the Recipient cannot be determined, the Owner has the right, in his/her sole discretion, to seek legal remedy amounting in the maximum amount of (set maximum amount), including all reasonable litigation expenses, court costs and reasonable attorney‘s fees. INTERPRETATION GUIDELINES This contract is freely stipulated and solemnized by both parties, who have an equal position in negotiating the terms therein. The contract is not to be interpreted in favor of the party who/which had not drafted it, as it is a freely established relationship between two equal parties under applicable US, State of Texas applicable Law. IN WITNESS WHEREOF, both Parties have concluded and agree to sign this Contract, personally or by their respective authorized agent, as of the day and year set forth above. RECIPIENT OWNER __________________ __________________

Receiving Party shall not solicit some of Disclosing Party's representatives.

Entailment

NON-DISCLOSURE AGREEMENT _________________________________________________________ This Non-Disclosure Agreement (hereinafter referred to as: “Contract” or “Agreement”) was freely stipulated and entered into without any pressure or duress whatsoever as of (insert effective date), between: JB Machine LLC, having primary place of residence at 14309 Toepperwein rd ste 403 San Antonio, TX 78233 (hereinafter referred to as “Recipient” or “Company”), And (Recipient), having primary place of residence at ___________________________________________________________________________ ___________________________________________________________________________ ___________________________________________________________________________ (hereinafter referred to as “Owner” or “Client”), (Collectively referred to as: “Parties”, “Contractors”) Both of whom hereby agree to be bound and abide by the provisions stated in this agreement Thereby, the Client desires to protect his legitimate rights of confidentiality regarding the business that the Client owns and operates. The Recipient of confidential information has agreed to keep the information shared by the Client, which may be, connected to doing business with the Company, confidential in nature or otherwise important for the Client. The Company respects the legitimate interests of the Client, and is willing to abide by the terms set out in this contract. Both parties agree that there is no weaker party in this agreement, as both parties have had equivalent bargaining powers prior to formation of this contract. Therefore, in consideration and respect to all the mutually stipulated provisions, promises and obligations made by the Parties in this specific Contract, the Parties covenant and agree as follows: SOURCE OF INFORMATION The information received by the Recipient is primarily from execution of a standalone contract connected to the Recipient’s business. The Recipient is, by all objective standards a legitimate and legally bound private entity established under applicable US law. Within the scope of the business activity of the Recipient, who works and operates in the manufacturing and wholesale business, the existent agreement between the parties, more specifically, its execution does require certain confidential information from the Owner. CONFIDENTIAL INFORMATION For the purposes of this Agreement, the term “Confidential information” (abbreviated: “information”) means any information or material which is proprietary to the Owner, whether or not owned or developed by the Owner, which is generally not known to anyone but the Owner, and which the Recipient is to obtain by fulfilling his/hers duties. The term is also to be used for information, metric units, useful designs, technical data, expertise, descriptions, plans, schemes, sketches, or other information, which is proprietary to the Owner of the classified information. Confidential information will include any information provided, directly or indirectly, by the owner, as well as information regarding various parameters of performance, procedure or other relevant characteristic, which is tied to the relevant position. Confidential information also includes any information of the owner and a third party with which the Owner deals, including, but not limited to: financial information, business records, plans, trade secrets, product ideas, technical data of any type, contracts, billing records, pricing structure, discounts, property, investments, strategic alliances, partnerships, customer or client lists. The nature of the information and manner of the disclosure are such that a reasonable person would understand to be confidential. Confidential information is also to include information, which is not to be clearly classified as such, and are connected to the execution of contract on behalf of the Recipient of confidential information. EXCEPTIONS FROM CONFIDENTIAL INFORMATION The Term “Confidential information” does NOT include: - Matter of public or otherwise freely accessible knowledge, resulting from direct disclosure by the Owner - Information rightfully received by the Recipient from a Third party without any duty of confidentiality - Independently developed information on behalf of the Recipient - Already disclosed information for the purposes of court or civil proceedings, respecting the principle of “minimal disclosure” - Information disclosed on behalf of the Recipient with prior written or oral ascent from the Owner OBLIGATION OF PROTECTION The Recipient hereby understand the sensitive nature of the information, and thus acknowledges that the information is a valuable, special and unique asses proprietary to the Owner, which provides the Owner with a significant competitive advantage, and thus needs to be protected from improper disclosure. In consideration for the receipt by the Recipient of information, the Recipient agrees to: - Hold the information in confidence and will not, in any way, disclose the information to any person or entity without prior written ascent of the Owner - Not copy or, in any way, modify any information without the prior written ascent of the Owner - The Recipient is to promptly advise the Owner if the Recipient becomes aware of an possible unauthorized disclosure or use of the information - The Recipient is not to disclose any information to any employees of the Recipient, aside from the employees required - To have the information in order to perform their job duties in connection with the limited purposes of this Agreement. Each authorized Employee to whom confidential information is disclosed shall sign a non-disclosure agreement substantially same as this agreement upon request of the Owner. PROTECTION OF INTEREST. DISPOSAL OF INFORMATION The Recipient is to protect any type of information, whether fitting the definition of “confidential information” or not, if he or she believes that disclosing this information may lead to a loss or damage of any kind to the Owner. The Recipient is to dispose of paperwork, data, discs, memory cards, e-mails or any copies of modifications made upon previous written ascent from the Owner in a manner prescribed by the Owner’s disposal of information policy. The Recipient shall be informed on the protocols of discarding or disposing of any tangible medium upon request. RIGHT TO INJUCTIVE RELIEF If it appears that the Recipient has, or has threatened to, disclose any confidential information in violation of this Agreement’s provisions, the owner shall be entitled to an injunctive relief restraining the Recipient form further or any such disclosure. The Owner is not limited to seeking any other forms of legal remedy in sole discretion and as seen fit by the Owner. NON-CIRCUMVENTION For a period of (insert number) years after the end of the term of this Agreement, the Recipient is not to attempt to do business with, or otherwise solicit any business contracts found or otherwise referred by Owner to Recipient for the purpose of circumventing, the result of which shall be to prevent the Owner from realizing or recognizing a profit, fees, or otherwise, without the specific written approval of the Owner. If any circumvention is to occur, the Owner is to be entitled to any commission due pursuant to this Agreement, or relating to such transaction. THE RIGHT TO FORGET. DISCRETIONAL RIGHTS OF THE OWNER All records obtained by the recipient which are not meant to be returned to the Owner, unless to be used for further production or future business, are to be deleted and destroyed. The Owner of confidential information shall inform the Recipient in writing (unless explicitly stated in this contract) on which information can be securely kept, which are to be destroyed and which are to be returned. RETURN OF CONFIDENTIAL INFORMATION On demand, at any time and at any event which may occur the Recipient is obliged to immediately deliver to the Owner all the date, manuals, lists, notes, writings, product lists, photocopies, recordings, disks or other material (including duplicates and/or copies of any such property and/or material) concerning the work at hand. The Recipient understands and respects that the Owner has all proprietary rights to these materials, and that these materials are entrusted to the Recipient on basis of execution of contract tied to this Non-disclosure agreement. STATUS The parties understand that they are not partners or agents, and stress that both parties are to form this contract, as a result of the confidentiality needed in regards to the proper execution of a standalone contract tied to this Non-disclosure agreement. Neither party has an obligation to purchase products or services from the other party. The Recipient understands the implied limitation of offering products or services created by the Recipient resulting from misuse of the received confidential information. DAMAGES DUE TO DISCLOSURE Disclosure of these materials, whether willingly, by default, negligence or failure to comply with the organizational orders by the Owner or an authorized agent thereof may give the right of redress to the Owner. The Recipient understands that further legal remedies may be taken against him/her because of any harm or loss suffered by the Owner of the confidential information because of the disclosure. NON-SOLICITATION AND NON-COMPETITION In consideration of the experience, know-how, training and other vital organizational or market knowledge, which is to be acquired through working for the Owner, the Employee hereby promises that he/she will NOT, either during the employment or for a period of time of (insert number of years – usually up to two years) consecutive years (months) after termination of employment, directly or indirectly, for the sake of the Employee or for any third party, accept employment or in any other way, directly or indirectly, engage in business activities which are of direct competition to the Owner. In this period, the Recipient further promises NOT TO solicit any current or potential customer of the Owner identified in the duration of the employment with the Owner, or otherwise divert, or attempt to do so, any business from the Owner. The relevant geographical area to which this provision is applicable is the regular place in which the Owner solicits and conducts business, and/or any area to which, as far as the Recipient’s knowledge is, the Owner has plans of future expansion, investment and establishment of another business, which is tied to this business. Both parties are compliant that the time and territorial scope of this Subsection is reasonable, and proportionate with the specifications of the duties the Employee is obliged to conduct, as regulated in this Agreement, and that the restrictions are further reasonable given the Recipient’s access to the Owner’s experience, training programmers, organizational or market knowledge, know-how and insider information which is to be acquired during the employment. If a court of law under the applicable jurisdiction this Agreement is to be revised under deems this subsection unreasonable, it is to be changed by either a constructive judgment or operation of law, in order to ensure the maximal protection of the Owner’s rights and interests. The Recipient hereby agrees that in case of judicial interpretation of this clause, the Owner’s interest are to be protected in the full extent on this issue, as permitted by applicable law. In the event of non-compliance, default or breach of this provision, the Recipient agrees to penalties (if the damage can be determined) or discretional legal claims (if the damage is undeterminable) under the “Damages’ subsection of this Agreement. LIMITATION OF WARRANTY The Recipient is aware that the information is provided „as is“. The OWNER DOES NOT MAKE ANY WARRANTIES, EITHER EXPRESS OR IMPLIED, WITH RESPECT TO THE CONFIDENTIAL INFORMATION AND HEREBY EXPRESSLY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES, MERCHANT ABILITY AND FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT SHALL THE OWNER BE FURTHER LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES IN CONNECTION WITH OR ARISING FROM THE PERFORMANCE OR USE OF ANY PORTION OF THE CONFIDENTIAL INFORMATION. The Owner neither represents or warrants that any product, busines plans or any other information relating to the Business will be marketed or carried out as disclosed, or at all. Any actions taken by the Recipient in response to the disclosure of the Confidential information is to be solely at the Recipient’s own risk. LICENSING PROVISIONS. The recipient shall not acquire any intellectual property rights under this Agreement, except the right to limited used of information as set forth and specified above. The Recipient acknowledges and understands that, as between the Owner and the Recipient, the informaiton and all related intellectual property rights are, and shall, at all times, be, the property of the Owner, even if suggestions, comments, or ideas made by the Recipient are incorporated into the confidential information or related materials during the validity of this Agreement. INDEMNIFICATION The parties agree to defend, indemnify and hold harmless the other party and its officers, directors, agents, affiliates, distributors, representatives and employees from any and all third party claims, demands, liabilities, cost and expenses, including reasonable attorney’s fees, costs and expenses resulting from the indemnifying party’s material breach of any duty, representation or warranty as per this Agreement. ATTORNEY’S FEES The prevailing party shall be entitled to recover reasonable attorney’s fees and costs in case any legal action between the parties concerning this Agreement is to be taken. RELEVANT TERM The obligations of this Agreement are to survive 2 years form the effective date or until the owner sends the Recipient written notice releasing the Recipient from this Agreement. After that, the Recipient is to continue to protect the information received during the term of this Agreement from unauthorized use or disclosure indefinitely. SEVERABILITY. CONTINUITY. This Agreement represents the complete understanding and consensus of the Parties in this Non-Disclosure Agreement, and thus shall supersede all previous oral or written agreements, regarding the subject matter regulated herein. Obligations on behalf of the Recipient under this agreement is to be voided by means of written notice of the Owner of confidential information, aside from the “Relevant Term” subsection, which is to survive voiding of any rights or termination of this Agreement. This Agreement may be terminated by means of written notice of the Owner or by end of the contractual relationship to which this Non-disclosure agreement undoubtedly ties to the execution of a contract related to this Non-disclosure agreement All unilateral modifications of the terms of this Agreement are invalid, except for the written notices by the Owner on voiding obligations of the Recipient or terminating this Agreement. Any other changes are subject to consensus by both Parties, and are to be done by renewal, addendum, modification or other instrument recognized by applicable law. DISPUTE RESOLUTION. JURISDICTION The Parties agree to solve all disputes or controversies, including those arising from termination of contract in a manner other than filing court actions. Alternative dispute-resolution prevents statute barring of the rights and obligations arising from this Agreement. If these dispute-resolving methods prove unsuccessful, they are to commence court proceedings. This Agreement shall be governed by and construed in accordance with the jurisdiction of the primary place of business the Owner resides. All disputes or litigation arising from the content of this contract or its execution will be therefore processed in the respective jurisdiction of the Owner’s place of business. PRO-VALIDITY CLAUSE If any provision of this Agreement is, or is to be found by an appropriate authority, unenforceable under governing law, that will not affect the enforceability of any other provisions of this Agreement. Statutory provisions by US State of Florida Law will govern all aspects of NDA Agreement, which have not been regulated by the provisions of this agreement. DAMAGES If damages, resulting as a breach of Terms on behalf of the Recipient cannot be determined, the Owner has the right, in his/her sole discretion, to seek legal remedy amounting in the maximum amount of (set maximum amount), including all reasonable litigation expenses, court costs and reasonable attorney‘s fees. INTERPRETATION GUIDELINES This contract is freely stipulated and solemnized by both parties, who have an equal position in negotiating the terms therein. The contract is not to be interpreted in favor of the party who/which had not drafted it, as it is a freely established relationship between two equal parties under applicable US, State of Texas applicable Law. IN WITNESS WHEREOF, both Parties have concluded and agree to sign this Contract, personally or by their respective authorized agent, as of the day and year set forth above. RECIPIENT OWNER __________________ __________________

Receiving Party may share some Confidential Information with some third-parties (including consultants, agents and professional advisors).

Contradiction

NON-DISCLOSURE AGREEMENT _________________________________________________________ This Non-Disclosure Agreement (hereinafter referred to as: “Contract” or “Agreement”) was freely stipulated and entered into without any pressure or duress whatsoever as of (insert effective date), between: JB Machine LLC, having primary place of residence at 14309 Toepperwein rd ste 403 San Antonio, TX 78233 (hereinafter referred to as “Recipient” or “Company”), And (Recipient), having primary place of residence at ___________________________________________________________________________ ___________________________________________________________________________ ___________________________________________________________________________ (hereinafter referred to as “Owner” or “Client”), (Collectively referred to as: “Parties”, “Contractors”) Both of whom hereby agree to be bound and abide by the provisions stated in this agreement Thereby, the Client desires to protect his legitimate rights of confidentiality regarding the business that the Client owns and operates. The Recipient of confidential information has agreed to keep the information shared by the Client, which may be, connected to doing business with the Company, confidential in nature or otherwise important for the Client. The Company respects the legitimate interests of the Client, and is willing to abide by the terms set out in this contract. Both parties agree that there is no weaker party in this agreement, as both parties have had equivalent bargaining powers prior to formation of this contract. Therefore, in consideration and respect to all the mutually stipulated provisions, promises and obligations made by the Parties in this specific Contract, the Parties covenant and agree as follows: SOURCE OF INFORMATION The information received by the Recipient is primarily from execution of a standalone contract connected to the Recipient’s business. The Recipient is, by all objective standards a legitimate and legally bound private entity established under applicable US law. Within the scope of the business activity of the Recipient, who works and operates in the manufacturing and wholesale business, the existent agreement between the parties, more specifically, its execution does require certain confidential information from the Owner. CONFIDENTIAL INFORMATION For the purposes of this Agreement, the term “Confidential information” (abbreviated: “information”) means any information or material which is proprietary to the Owner, whether or not owned or developed by the Owner, which is generally not known to anyone but the Owner, and which the Recipient is to obtain by fulfilling his/hers duties. The term is also to be used for information, metric units, useful designs, technical data, expertise, descriptions, plans, schemes, sketches, or other information, which is proprietary to the Owner of the classified information. Confidential information will include any information provided, directly or indirectly, by the owner, as well as information regarding various parameters of performance, procedure or other relevant characteristic, which is tied to the relevant position. Confidential information also includes any information of the owner and a third party with which the Owner deals, including, but not limited to: financial information, business records, plans, trade secrets, product ideas, technical data of any type, contracts, billing records, pricing structure, discounts, property, investments, strategic alliances, partnerships, customer or client lists. The nature of the information and manner of the disclosure are such that a reasonable person would understand to be confidential. Confidential information is also to include information, which is not to be clearly classified as such, and are connected to the execution of contract on behalf of the Recipient of confidential information. EXCEPTIONS FROM CONFIDENTIAL INFORMATION The Term “Confidential information” does NOT include: - Matter of public or otherwise freely accessible knowledge, resulting from direct disclosure by the Owner - Information rightfully received by the Recipient from a Third party without any duty of confidentiality - Independently developed information on behalf of the Recipient - Already disclosed information for the purposes of court or civil proceedings, respecting the principle of “minimal disclosure” - Information disclosed on behalf of the Recipient with prior written or oral ascent from the Owner OBLIGATION OF PROTECTION The Recipient hereby understand the sensitive nature of the information, and thus acknowledges that the information is a valuable, special and unique asses proprietary to the Owner, which provides the Owner with a significant competitive advantage, and thus needs to be protected from improper disclosure. In consideration for the receipt by the Recipient of information, the Recipient agrees to: - Hold the information in confidence and will not, in any way, disclose the information to any person or entity without prior written ascent of the Owner - Not copy or, in any way, modify any information without the prior written ascent of the Owner - The Recipient is to promptly advise the Owner if the Recipient becomes aware of an possible unauthorized disclosure or use of the information - The Recipient is not to disclose any information to any employees of the Recipient, aside from the employees required - To have the information in order to perform their job duties in connection with the limited purposes of this Agreement. Each authorized Employee to whom confidential information is disclosed shall sign a non-disclosure agreement substantially same as this agreement upon request of the Owner. PROTECTION OF INTEREST. DISPOSAL OF INFORMATION The Recipient is to protect any type of information, whether fitting the definition of “confidential information” or not, if he or she believes that disclosing this information may lead to a loss or damage of any kind to the Owner. The Recipient is to dispose of paperwork, data, discs, memory cards, e-mails or any copies of modifications made upon previous written ascent from the Owner in a manner prescribed by the Owner’s disposal of information policy. The Recipient shall be informed on the protocols of discarding or disposing of any tangible medium upon request. RIGHT TO INJUCTIVE RELIEF If it appears that the Recipient has, or has threatened to, disclose any confidential information in violation of this Agreement’s provisions, the owner shall be entitled to an injunctive relief restraining the Recipient form further or any such disclosure. The Owner is not limited to seeking any other forms of legal remedy in sole discretion and as seen fit by the Owner. NON-CIRCUMVENTION For a period of (insert number) years after the end of the term of this Agreement, the Recipient is not to attempt to do business with, or otherwise solicit any business contracts found or otherwise referred by Owner to Recipient for the purpose of circumventing, the result of which shall be to prevent the Owner from realizing or recognizing a profit, fees, or otherwise, without the specific written approval of the Owner. If any circumvention is to occur, the Owner is to be entitled to any commission due pursuant to this Agreement, or relating to such transaction. THE RIGHT TO FORGET. DISCRETIONAL RIGHTS OF THE OWNER All records obtained by the recipient which are not meant to be returned to the Owner, unless to be used for further production or future business, are to be deleted and destroyed. The Owner of confidential information shall inform the Recipient in writing (unless explicitly stated in this contract) on which information can be securely kept, which are to be destroyed and which are to be returned. RETURN OF CONFIDENTIAL INFORMATION On demand, at any time and at any event which may occur the Recipient is obliged to immediately deliver to the Owner all the date, manuals, lists, notes, writings, product lists, photocopies, recordings, disks or other material (including duplicates and/or copies of any such property and/or material) concerning the work at hand. The Recipient understands and respects that the Owner has all proprietary rights to these materials, and that these materials are entrusted to the Recipient on basis of execution of contract tied to this Non-disclosure agreement. STATUS The parties understand that they are not partners or agents, and stress that both parties are to form this contract, as a result of the confidentiality needed in regards to the proper execution of a standalone contract tied to this Non-disclosure agreement. Neither party has an obligation to purchase products or services from the other party. The Recipient understands the implied limitation of offering products or services created by the Recipient resulting from misuse of the received confidential information. DAMAGES DUE TO DISCLOSURE Disclosure of these materials, whether willingly, by default, negligence or failure to comply with the organizational orders by the Owner or an authorized agent thereof may give the right of redress to the Owner. The Recipient understands that further legal remedies may be taken against him/her because of any harm or loss suffered by the Owner of the confidential information because of the disclosure. NON-SOLICITATION AND NON-COMPETITION In consideration of the experience, know-how, training and other vital organizational or market knowledge, which is to be acquired through working for the Owner, the Employee hereby promises that he/she will NOT, either during the employment or for a period of time of (insert number of years – usually up to two years) consecutive years (months) after termination of employment, directly or indirectly, for the sake of the Employee or for any third party, accept employment or in any other way, directly or indirectly, engage in business activities which are of direct competition to the Owner. In this period, the Recipient further promises NOT TO solicit any current or potential customer of the Owner identified in the duration of the employment with the Owner, or otherwise divert, or attempt to do so, any business from the Owner. The relevant geographical area to which this provision is applicable is the regular place in which the Owner solicits and conducts business, and/or any area to which, as far as the Recipient’s knowledge is, the Owner has plans of future expansion, investment and establishment of another business, which is tied to this business. Both parties are compliant that the time and territorial scope of this Subsection is reasonable, and proportionate with the specifications of the duties the Employee is obliged to conduct, as regulated in this Agreement, and that the restrictions are further reasonable given the Recipient’s access to the Owner’s experience, training programmers, organizational or market knowledge, know-how and insider information which is to be acquired during the employment. If a court of law under the applicable jurisdiction this Agreement is to be revised under deems this subsection unreasonable, it is to be changed by either a constructive judgment or operation of law, in order to ensure the maximal protection of the Owner’s rights and interests. The Recipient hereby agrees that in case of judicial interpretation of this clause, the Owner’s interest are to be protected in the full extent on this issue, as permitted by applicable law. In the event of non-compliance, default or breach of this provision, the Recipient agrees to penalties (if the damage can be determined) or discretional legal claims (if the damage is undeterminable) under the “Damages’ subsection of this Agreement. LIMITATION OF WARRANTY The Recipient is aware that the information is provided „as is“. The OWNER DOES NOT MAKE ANY WARRANTIES, EITHER EXPRESS OR IMPLIED, WITH RESPECT TO THE CONFIDENTIAL INFORMATION AND HEREBY EXPRESSLY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES, MERCHANT ABILITY AND FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT SHALL THE OWNER BE FURTHER LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES IN CONNECTION WITH OR ARISING FROM THE PERFORMANCE OR USE OF ANY PORTION OF THE CONFIDENTIAL INFORMATION. The Owner neither represents or warrants that any product, busines plans or any other information relating to the Business will be marketed or carried out as disclosed, or at all. Any actions taken by the Recipient in response to the disclosure of the Confidential information is to be solely at the Recipient’s own risk. LICENSING PROVISIONS. The recipient shall not acquire any intellectual property rights under this Agreement, except the right to limited used of information as set forth and specified above. The Recipient acknowledges and understands that, as between the Owner and the Recipient, the informaiton and all related intellectual property rights are, and shall, at all times, be, the property of the Owner, even if suggestions, comments, or ideas made by the Recipient are incorporated into the confidential information or related materials during the validity of this Agreement. INDEMNIFICATION The parties agree to defend, indemnify and hold harmless the other party and its officers, directors, agents, affiliates, distributors, representatives and employees from any and all third party claims, demands, liabilities, cost and expenses, including reasonable attorney’s fees, costs and expenses resulting from the indemnifying party’s material breach of any duty, representation or warranty as per this Agreement. ATTORNEY’S FEES The prevailing party shall be entitled to recover reasonable attorney’s fees and costs in case any legal action between the parties concerning this Agreement is to be taken. RELEVANT TERM The obligations of this Agreement are to survive 2 years form the effective date or until the owner sends the Recipient written notice releasing the Recipient from this Agreement. After that, the Recipient is to continue to protect the information received during the term of this Agreement from unauthorized use or disclosure indefinitely. SEVERABILITY. CONTINUITY. This Agreement represents the complete understanding and consensus of the Parties in this Non-Disclosure Agreement, and thus shall supersede all previous oral or written agreements, regarding the subject matter regulated herein. Obligations on behalf of the Recipient under this agreement is to be voided by means of written notice of the Owner of confidential information, aside from the “Relevant Term” subsection, which is to survive voiding of any rights or termination of this Agreement. This Agreement may be terminated by means of written notice of the Owner or by end of the contractual relationship to which this Non-disclosure agreement undoubtedly ties to the execution of a contract related to this Non-disclosure agreement All unilateral modifications of the terms of this Agreement are invalid, except for the written notices by the Owner on voiding obligations of the Recipient or terminating this Agreement. Any other changes are subject to consensus by both Parties, and are to be done by renewal, addendum, modification or other instrument recognized by applicable law. DISPUTE RESOLUTION. JURISDICTION The Parties agree to solve all disputes or controversies, including those arising from termination of contract in a manner other than filing court actions. Alternative dispute-resolution prevents statute barring of the rights and obligations arising from this Agreement. If these dispute-resolving methods prove unsuccessful, they are to commence court proceedings. This Agreement shall be governed by and construed in accordance with the jurisdiction of the primary place of business the Owner resides. All disputes or litigation arising from the content of this contract or its execution will be therefore processed in the respective jurisdiction of the Owner’s place of business. PRO-VALIDITY CLAUSE If any provision of this Agreement is, or is to be found by an appropriate authority, unenforceable under governing law, that will not affect the enforceability of any other provisions of this Agreement. Statutory provisions by US State of Florida Law will govern all aspects of NDA Agreement, which have not been regulated by the provisions of this agreement. DAMAGES If damages, resulting as a breach of Terms on behalf of the Recipient cannot be determined, the Owner has the right, in his/her sole discretion, to seek legal remedy amounting in the maximum amount of (set maximum amount), including all reasonable litigation expenses, court costs and reasonable attorney‘s fees. INTERPRETATION GUIDELINES This contract is freely stipulated and solemnized by both parties, who have an equal position in negotiating the terms therein. The contract is not to be interpreted in favor of the party who/which had not drafted it, as it is a freely established relationship between two equal parties under applicable US, State of Texas applicable Law. IN WITNESS WHEREOF, both Parties have concluded and agree to sign this Contract, personally or by their respective authorized agent, as of the day and year set forth above. RECIPIENT OWNER __________________ __________________

Receiving Party may create a copy of some Confidential Information in some circumstances.

Contradiction

NON-DISCLOSURE AGREEMENT _________________________________________________________ This Non-Disclosure Agreement (hereinafter referred to as: “Contract” or “Agreement”) was freely stipulated and entered into without any pressure or duress whatsoever as of (insert effective date), between: JB Machine LLC, having primary place of residence at 14309 Toepperwein rd ste 403 San Antonio, TX 78233 (hereinafter referred to as “Recipient” or “Company”), And (Recipient), having primary place of residence at ___________________________________________________________________________ ___________________________________________________________________________ ___________________________________________________________________________ (hereinafter referred to as “Owner” or “Client”), (Collectively referred to as: “Parties”, “Contractors”) Both of whom hereby agree to be bound and abide by the provisions stated in this agreement Thereby, the Client desires to protect his legitimate rights of confidentiality regarding the business that the Client owns and operates. The Recipient of confidential information has agreed to keep the information shared by the Client, which may be, connected to doing business with the Company, confidential in nature or otherwise important for the Client. The Company respects the legitimate interests of the Client, and is willing to abide by the terms set out in this contract. Both parties agree that there is no weaker party in this agreement, as both parties have had equivalent bargaining powers prior to formation of this contract. Therefore, in consideration and respect to all the mutually stipulated provisions, promises and obligations made by the Parties in this specific Contract, the Parties covenant and agree as follows: SOURCE OF INFORMATION The information received by the Recipient is primarily from execution of a standalone contract connected to the Recipient’s business. The Recipient is, by all objective standards a legitimate and legally bound private entity established under applicable US law. Within the scope of the business activity of the Recipient, who works and operates in the manufacturing and wholesale business, the existent agreement between the parties, more specifically, its execution does require certain confidential information from the Owner. CONFIDENTIAL INFORMATION For the purposes of this Agreement, the term “Confidential information” (abbreviated: “information”) means any information or material which is proprietary to the Owner, whether or not owned or developed by the Owner, which is generally not known to anyone but the Owner, and which the Recipient is to obtain by fulfilling his/hers duties. The term is also to be used for information, metric units, useful designs, technical data, expertise, descriptions, plans, schemes, sketches, or other information, which is proprietary to the Owner of the classified information. Confidential information will include any information provided, directly or indirectly, by the owner, as well as information regarding various parameters of performance, procedure or other relevant characteristic, which is tied to the relevant position. Confidential information also includes any information of the owner and a third party with which the Owner deals, including, but not limited to: financial information, business records, plans, trade secrets, product ideas, technical data of any type, contracts, billing records, pricing structure, discounts, property, investments, strategic alliances, partnerships, customer or client lists. The nature of the information and manner of the disclosure are such that a reasonable person would understand to be confidential. Confidential information is also to include information, which is not to be clearly classified as such, and are connected to the execution of contract on behalf of the Recipient of confidential information. EXCEPTIONS FROM CONFIDENTIAL INFORMATION The Term “Confidential information” does NOT include: - Matter of public or otherwise freely accessible knowledge, resulting from direct disclosure by the Owner - Information rightfully received by the Recipient from a Third party without any duty of confidentiality - Independently developed information on behalf of the Recipient - Already disclosed information for the purposes of court or civil proceedings, respecting the principle of “minimal disclosure” - Information disclosed on behalf of the Recipient with prior written or oral ascent from the Owner OBLIGATION OF PROTECTION The Recipient hereby understand the sensitive nature of the information, and thus acknowledges that the information is a valuable, special and unique asses proprietary to the Owner, which provides the Owner with a significant competitive advantage, and thus needs to be protected from improper disclosure. In consideration for the receipt by the Recipient of information, the Recipient agrees to: - Hold the information in confidence and will not, in any way, disclose the information to any person or entity without prior written ascent of the Owner - Not copy or, in any way, modify any information without the prior written ascent of the Owner - The Recipient is to promptly advise the Owner if the Recipient becomes aware of an possible unauthorized disclosure or use of the information - The Recipient is not to disclose any information to any employees of the Recipient, aside from the employees required - To have the information in order to perform their job duties in connection with the limited purposes of this Agreement. Each authorized Employee to whom confidential information is disclosed shall sign a non-disclosure agreement substantially same as this agreement upon request of the Owner. PROTECTION OF INTEREST. DISPOSAL OF INFORMATION The Recipient is to protect any type of information, whether fitting the definition of “confidential information” or not, if he or she believes that disclosing this information may lead to a loss or damage of any kind to the Owner. The Recipient is to dispose of paperwork, data, discs, memory cards, e-mails or any copies of modifications made upon previous written ascent from the Owner in a manner prescribed by the Owner’s disposal of information policy. The Recipient shall be informed on the protocols of discarding or disposing of any tangible medium upon request. RIGHT TO INJUCTIVE RELIEF If it appears that the Recipient has, or has threatened to, disclose any confidential information in violation of this Agreement’s provisions, the owner shall be entitled to an injunctive relief restraining the Recipient form further or any such disclosure. The Owner is not limited to seeking any other forms of legal remedy in sole discretion and as seen fit by the Owner. NON-CIRCUMVENTION For a period of (insert number) years after the end of the term of this Agreement, the Recipient is not to attempt to do business with, or otherwise solicit any business contracts found or otherwise referred by Owner to Recipient for the purpose of circumventing, the result of which shall be to prevent the Owner from realizing or recognizing a profit, fees, or otherwise, without the specific written approval of the Owner. If any circumvention is to occur, the Owner is to be entitled to any commission due pursuant to this Agreement, or relating to such transaction. THE RIGHT TO FORGET. DISCRETIONAL RIGHTS OF THE OWNER All records obtained by the recipient which are not meant to be returned to the Owner, unless to be used for further production or future business, are to be deleted and destroyed. The Owner of confidential information shall inform the Recipient in writing (unless explicitly stated in this contract) on which information can be securely kept, which are to be destroyed and which are to be returned. RETURN OF CONFIDENTIAL INFORMATION On demand, at any time and at any event which may occur the Recipient is obliged to immediately deliver to the Owner all the date, manuals, lists, notes, writings, product lists, photocopies, recordings, disks or other material (including duplicates and/or copies of any such property and/or material) concerning the work at hand. The Recipient understands and respects that the Owner has all proprietary rights to these materials, and that these materials are entrusted to the Recipient on basis of execution of contract tied to this Non-disclosure agreement. STATUS The parties understand that they are not partners or agents, and stress that both parties are to form this contract, as a result of the confidentiality needed in regards to the proper execution of a standalone contract tied to this Non-disclosure agreement. Neither party has an obligation to purchase products or services from the other party. The Recipient understands the implied limitation of offering products or services created by the Recipient resulting from misuse of the received confidential information. DAMAGES DUE TO DISCLOSURE Disclosure of these materials, whether willingly, by default, negligence or failure to comply with the organizational orders by the Owner or an authorized agent thereof may give the right of redress to the Owner. The Recipient understands that further legal remedies may be taken against him/her because of any harm or loss suffered by the Owner of the confidential information because of the disclosure. NON-SOLICITATION AND NON-COMPETITION In consideration of the experience, know-how, training and other vital organizational or market knowledge, which is to be acquired through working for the Owner, the Employee hereby promises that he/she will NOT, either during the employment or for a period of time of (insert number of years – usually up to two years) consecutive years (months) after termination of employment, directly or indirectly, for the sake of the Employee or for any third party, accept employment or in any other way, directly or indirectly, engage in business activities which are of direct competition to the Owner. In this period, the Recipient further promises NOT TO solicit any current or potential customer of the Owner identified in the duration of the employment with the Owner, or otherwise divert, or attempt to do so, any business from the Owner. The relevant geographical area to which this provision is applicable is the regular place in which the Owner solicits and conducts business, and/or any area to which, as far as the Recipient’s knowledge is, the Owner has plans of future expansion, investment and establishment of another business, which is tied to this business. Both parties are compliant that the time and territorial scope of this Subsection is reasonable, and proportionate with the specifications of the duties the Employee is obliged to conduct, as regulated in this Agreement, and that the restrictions are further reasonable given the Recipient’s access to the Owner’s experience, training programmers, organizational or market knowledge, know-how and insider information which is to be acquired during the employment. If a court of law under the applicable jurisdiction this Agreement is to be revised under deems this subsection unreasonable, it is to be changed by either a constructive judgment or operation of law, in order to ensure the maximal protection of the Owner’s rights and interests. The Recipient hereby agrees that in case of judicial interpretation of this clause, the Owner’s interest are to be protected in the full extent on this issue, as permitted by applicable law. In the event of non-compliance, default or breach of this provision, the Recipient agrees to penalties (if the damage can be determined) or discretional legal claims (if the damage is undeterminable) under the “Damages’ subsection of this Agreement. LIMITATION OF WARRANTY The Recipient is aware that the information is provided „as is“. The OWNER DOES NOT MAKE ANY WARRANTIES, EITHER EXPRESS OR IMPLIED, WITH RESPECT TO THE CONFIDENTIAL INFORMATION AND HEREBY EXPRESSLY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES, MERCHANT ABILITY AND FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT SHALL THE OWNER BE FURTHER LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES IN CONNECTION WITH OR ARISING FROM THE PERFORMANCE OR USE OF ANY PORTION OF THE CONFIDENTIAL INFORMATION. The Owner neither represents or warrants that any product, busines plans or any other information relating to the Business will be marketed or carried out as disclosed, or at all. Any actions taken by the Recipient in response to the disclosure of the Confidential information is to be solely at the Recipient’s own risk. LICENSING PROVISIONS. The recipient shall not acquire any intellectual property rights under this Agreement, except the right to limited used of information as set forth and specified above. The Recipient acknowledges and understands that, as between the Owner and the Recipient, the informaiton and all related intellectual property rights are, and shall, at all times, be, the property of the Owner, even if suggestions, comments, or ideas made by the Recipient are incorporated into the confidential information or related materials during the validity of this Agreement. INDEMNIFICATION The parties agree to defend, indemnify and hold harmless the other party and its officers, directors, agents, affiliates, distributors, representatives and employees from any and all third party claims, demands, liabilities, cost and expenses, including reasonable attorney’s fees, costs and expenses resulting from the indemnifying party’s material breach of any duty, representation or warranty as per this Agreement. ATTORNEY’S FEES The prevailing party shall be entitled to recover reasonable attorney’s fees and costs in case any legal action between the parties concerning this Agreement is to be taken. RELEVANT TERM The obligations of this Agreement are to survive 2 years form the effective date or until the owner sends the Recipient written notice releasing the Recipient from this Agreement. After that, the Recipient is to continue to protect the information received during the term of this Agreement from unauthorized use or disclosure indefinitely. SEVERABILITY. CONTINUITY. This Agreement represents the complete understanding and consensus of the Parties in this Non-Disclosure Agreement, and thus shall supersede all previous oral or written agreements, regarding the subject matter regulated herein. Obligations on behalf of the Recipient under this agreement is to be voided by means of written notice of the Owner of confidential information, aside from the “Relevant Term” subsection, which is to survive voiding of any rights or termination of this Agreement. This Agreement may be terminated by means of written notice of the Owner or by end of the contractual relationship to which this Non-disclosure agreement undoubtedly ties to the execution of a contract related to this Non-disclosure agreement All unilateral modifications of the terms of this Agreement are invalid, except for the written notices by the Owner on voiding obligations of the Recipient or terminating this Agreement. Any other changes are subject to consensus by both Parties, and are to be done by renewal, addendum, modification or other instrument recognized by applicable law. DISPUTE RESOLUTION. JURISDICTION The Parties agree to solve all disputes or controversies, including those arising from termination of contract in a manner other than filing court actions. Alternative dispute-resolution prevents statute barring of the rights and obligations arising from this Agreement. If these dispute-resolving methods prove unsuccessful, they are to commence court proceedings. This Agreement shall be governed by and construed in accordance with the jurisdiction of the primary place of business the Owner resides. All disputes or litigation arising from the content of this contract or its execution will be therefore processed in the respective jurisdiction of the Owner’s place of business. PRO-VALIDITY CLAUSE If any provision of this Agreement is, or is to be found by an appropriate authority, unenforceable under governing law, that will not affect the enforceability of any other provisions of this Agreement. Statutory provisions by US State of Florida Law will govern all aspects of NDA Agreement, which have not been regulated by the provisions of this agreement. DAMAGES If damages, resulting as a breach of Terms on behalf of the Recipient cannot be determined, the Owner has the right, in his/her sole discretion, to seek legal remedy amounting in the maximum amount of (set maximum amount), including all reasonable litigation expenses, court costs and reasonable attorney‘s fees. INTERPRETATION GUIDELINES This contract is freely stipulated and solemnized by both parties, who have an equal position in negotiating the terms therein. The contract is not to be interpreted in favor of the party who/which had not drafted it, as it is a freely established relationship between two equal parties under applicable US, State of Texas applicable Law. IN WITNESS WHEREOF, both Parties have concluded and agree to sign this Contract, personally or by their respective authorized agent, as of the day and year set forth above. RECIPIENT OWNER __________________ __________________

Receiving Party shall notify Disclosing Party in case Receiving Party is required by law, regulation or judicial process to disclose any Confidential Information.

NotMentioned

NON-DISCLOSURE AGREEMENT _________________________________________________________ This Non-Disclosure Agreement (hereinafter referred to as: “Contract” or “Agreement”) was freely stipulated and entered into without any pressure or duress whatsoever as of (insert effective date), between: JB Machine LLC, having primary place of residence at 14309 Toepperwein rd ste 403 San Antonio, TX 78233 (hereinafter referred to as “Recipient” or “Company”), And (Recipient), having primary place of residence at ___________________________________________________________________________ ___________________________________________________________________________ ___________________________________________________________________________ (hereinafter referred to as “Owner” or “Client”), (Collectively referred to as: “Parties”, “Contractors”) Both of whom hereby agree to be bound and abide by the provisions stated in this agreement Thereby, the Client desires to protect his legitimate rights of confidentiality regarding the business that the Client owns and operates. The Recipient of confidential information has agreed to keep the information shared by the Client, which may be, connected to doing business with the Company, confidential in nature or otherwise important for the Client. The Company respects the legitimate interests of the Client, and is willing to abide by the terms set out in this contract. Both parties agree that there is no weaker party in this agreement, as both parties have had equivalent bargaining powers prior to formation of this contract. Therefore, in consideration and respect to all the mutually stipulated provisions, promises and obligations made by the Parties in this specific Contract, the Parties covenant and agree as follows: SOURCE OF INFORMATION The information received by the Recipient is primarily from execution of a standalone contract connected to the Recipient’s business. The Recipient is, by all objective standards a legitimate and legally bound private entity established under applicable US law. Within the scope of the business activity of the Recipient, who works and operates in the manufacturing and wholesale business, the existent agreement between the parties, more specifically, its execution does require certain confidential information from the Owner. CONFIDENTIAL INFORMATION For the purposes of this Agreement, the term “Confidential information” (abbreviated: “information”) means any information or material which is proprietary to the Owner, whether or not owned or developed by the Owner, which is generally not known to anyone but the Owner, and which the Recipient is to obtain by fulfilling his/hers duties. The term is also to be used for information, metric units, useful designs, technical data, expertise, descriptions, plans, schemes, sketches, or other information, which is proprietary to the Owner of the classified information. Confidential information will include any information provided, directly or indirectly, by the owner, as well as information regarding various parameters of performance, procedure or other relevant characteristic, which is tied to the relevant position. Confidential information also includes any information of the owner and a third party with which the Owner deals, including, but not limited to: financial information, business records, plans, trade secrets, product ideas, technical data of any type, contracts, billing records, pricing structure, discounts, property, investments, strategic alliances, partnerships, customer or client lists. The nature of the information and manner of the disclosure are such that a reasonable person would understand to be confidential. Confidential information is also to include information, which is not to be clearly classified as such, and are connected to the execution of contract on behalf of the Recipient of confidential information. EXCEPTIONS FROM CONFIDENTIAL INFORMATION The Term “Confidential information” does NOT include: - Matter of public or otherwise freely accessible knowledge, resulting from direct disclosure by the Owner - Information rightfully received by the Recipient from a Third party without any duty of confidentiality - Independently developed information on behalf of the Recipient - Already disclosed information for the purposes of court or civil proceedings, respecting the principle of “minimal disclosure” - Information disclosed on behalf of the Recipient with prior written or oral ascent from the Owner OBLIGATION OF PROTECTION The Recipient hereby understand the sensitive nature of the information, and thus acknowledges that the information is a valuable, special and unique asses proprietary to the Owner, which provides the Owner with a significant competitive advantage, and thus needs to be protected from improper disclosure. In consideration for the receipt by the Recipient of information, the Recipient agrees to: - Hold the information in confidence and will not, in any way, disclose the information to any person or entity without prior written ascent of the Owner - Not copy or, in any way, modify any information without the prior written ascent of the Owner - The Recipient is to promptly advise the Owner if the Recipient becomes aware of an possible unauthorized disclosure or use of the information - The Recipient is not to disclose any information to any employees of the Recipient, aside from the employees required - To have the information in order to perform their job duties in connection with the limited purposes of this Agreement. Each authorized Employee to whom confidential information is disclosed shall sign a non-disclosure agreement substantially same as this agreement upon request of the Owner. PROTECTION OF INTEREST. DISPOSAL OF INFORMATION The Recipient is to protect any type of information, whether fitting the definition of “confidential information” or not, if he or she believes that disclosing this information may lead to a loss or damage of any kind to the Owner. The Recipient is to dispose of paperwork, data, discs, memory cards, e-mails or any copies of modifications made upon previous written ascent from the Owner in a manner prescribed by the Owner’s disposal of information policy. The Recipient shall be informed on the protocols of discarding or disposing of any tangible medium upon request. RIGHT TO INJUCTIVE RELIEF If it appears that the Recipient has, or has threatened to, disclose any confidential information in violation of this Agreement’s provisions, the owner shall be entitled to an injunctive relief restraining the Recipient form further or any such disclosure. The Owner is not limited to seeking any other forms of legal remedy in sole discretion and as seen fit by the Owner. NON-CIRCUMVENTION For a period of (insert number) years after the end of the term of this Agreement, the Recipient is not to attempt to do business with, or otherwise solicit any business contracts found or otherwise referred by Owner to Recipient for the purpose of circumventing, the result of which shall be to prevent the Owner from realizing or recognizing a profit, fees, or otherwise, without the specific written approval of the Owner. If any circumvention is to occur, the Owner is to be entitled to any commission due pursuant to this Agreement, or relating to such transaction. THE RIGHT TO FORGET. DISCRETIONAL RIGHTS OF THE OWNER All records obtained by the recipient which are not meant to be returned to the Owner, unless to be used for further production or future business, are to be deleted and destroyed. The Owner of confidential information shall inform the Recipient in writing (unless explicitly stated in this contract) on which information can be securely kept, which are to be destroyed and which are to be returned. RETURN OF CONFIDENTIAL INFORMATION On demand, at any time and at any event which may occur the Recipient is obliged to immediately deliver to the Owner all the date, manuals, lists, notes, writings, product lists, photocopies, recordings, disks or other material (including duplicates and/or copies of any such property and/or material) concerning the work at hand. The Recipient understands and respects that the Owner has all proprietary rights to these materials, and that these materials are entrusted to the Recipient on basis of execution of contract tied to this Non-disclosure agreement. STATUS The parties understand that they are not partners or agents, and stress that both parties are to form this contract, as a result of the confidentiality needed in regards to the proper execution of a standalone contract tied to this Non-disclosure agreement. Neither party has an obligation to purchase products or services from the other party. The Recipient understands the implied limitation of offering products or services created by the Recipient resulting from misuse of the received confidential information. DAMAGES DUE TO DISCLOSURE Disclosure of these materials, whether willingly, by default, negligence or failure to comply with the organizational orders by the Owner or an authorized agent thereof may give the right of redress to the Owner. The Recipient understands that further legal remedies may be taken against him/her because of any harm or loss suffered by the Owner of the confidential information because of the disclosure. NON-SOLICITATION AND NON-COMPETITION In consideration of the experience, know-how, training and other vital organizational or market knowledge, which is to be acquired through working for the Owner, the Employee hereby promises that he/she will NOT, either during the employment or for a period of time of (insert number of years – usually up to two years) consecutive years (months) after termination of employment, directly or indirectly, for the sake of the Employee or for any third party, accept employment or in any other way, directly or indirectly, engage in business activities which are of direct competition to the Owner. In this period, the Recipient further promises NOT TO solicit any current or potential customer of the Owner identified in the duration of the employment with the Owner, or otherwise divert, or attempt to do so, any business from the Owner. The relevant geographical area to which this provision is applicable is the regular place in which the Owner solicits and conducts business, and/or any area to which, as far as the Recipient’s knowledge is, the Owner has plans of future expansion, investment and establishment of another business, which is tied to this business. Both parties are compliant that the time and territorial scope of this Subsection is reasonable, and proportionate with the specifications of the duties the Employee is obliged to conduct, as regulated in this Agreement, and that the restrictions are further reasonable given the Recipient’s access to the Owner’s experience, training programmers, organizational or market knowledge, know-how and insider information which is to be acquired during the employment. If a court of law under the applicable jurisdiction this Agreement is to be revised under deems this subsection unreasonable, it is to be changed by either a constructive judgment or operation of law, in order to ensure the maximal protection of the Owner’s rights and interests. The Recipient hereby agrees that in case of judicial interpretation of this clause, the Owner’s interest are to be protected in the full extent on this issue, as permitted by applicable law. In the event of non-compliance, default or breach of this provision, the Recipient agrees to penalties (if the damage can be determined) or discretional legal claims (if the damage is undeterminable) under the “Damages’ subsection of this Agreement. LIMITATION OF WARRANTY The Recipient is aware that the information is provided „as is“. The OWNER DOES NOT MAKE ANY WARRANTIES, EITHER EXPRESS OR IMPLIED, WITH RESPECT TO THE CONFIDENTIAL INFORMATION AND HEREBY EXPRESSLY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES, MERCHANT ABILITY AND FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT SHALL THE OWNER BE FURTHER LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES IN CONNECTION WITH OR ARISING FROM THE PERFORMANCE OR USE OF ANY PORTION OF THE CONFIDENTIAL INFORMATION. The Owner neither represents or warrants that any product, busines plans or any other information relating to the Business will be marketed or carried out as disclosed, or at all. Any actions taken by the Recipient in response to the disclosure of the Confidential information is to be solely at the Recipient’s own risk. LICENSING PROVISIONS. The recipient shall not acquire any intellectual property rights under this Agreement, except the right to limited used of information as set forth and specified above. The Recipient acknowledges and understands that, as between the Owner and the Recipient, the informaiton and all related intellectual property rights are, and shall, at all times, be, the property of the Owner, even if suggestions, comments, or ideas made by the Recipient are incorporated into the confidential information or related materials during the validity of this Agreement. INDEMNIFICATION The parties agree to defend, indemnify and hold harmless the other party and its officers, directors, agents, affiliates, distributors, representatives and employees from any and all third party claims, demands, liabilities, cost and expenses, including reasonable attorney’s fees, costs and expenses resulting from the indemnifying party’s material breach of any duty, representation or warranty as per this Agreement. ATTORNEY’S FEES The prevailing party shall be entitled to recover reasonable attorney’s fees and costs in case any legal action between the parties concerning this Agreement is to be taken. RELEVANT TERM The obligations of this Agreement are to survive 2 years form the effective date or until the owner sends the Recipient written notice releasing the Recipient from this Agreement. After that, the Recipient is to continue to protect the information received during the term of this Agreement from unauthorized use or disclosure indefinitely. SEVERABILITY. CONTINUITY. This Agreement represents the complete understanding and consensus of the Parties in this Non-Disclosure Agreement, and thus shall supersede all previous oral or written agreements, regarding the subject matter regulated herein. Obligations on behalf of the Recipient under this agreement is to be voided by means of written notice of the Owner of confidential information, aside from the “Relevant Term” subsection, which is to survive voiding of any rights or termination of this Agreement. This Agreement may be terminated by means of written notice of the Owner or by end of the contractual relationship to which this Non-disclosure agreement undoubtedly ties to the execution of a contract related to this Non-disclosure agreement All unilateral modifications of the terms of this Agreement are invalid, except for the written notices by the Owner on voiding obligations of the Recipient or terminating this Agreement. Any other changes are subject to consensus by both Parties, and are to be done by renewal, addendum, modification or other instrument recognized by applicable law. DISPUTE RESOLUTION. JURISDICTION The Parties agree to solve all disputes or controversies, including those arising from termination of contract in a manner other than filing court actions. Alternative dispute-resolution prevents statute barring of the rights and obligations arising from this Agreement. If these dispute-resolving methods prove unsuccessful, they are to commence court proceedings. This Agreement shall be governed by and construed in accordance with the jurisdiction of the primary place of business the Owner resides. All disputes or litigation arising from the content of this contract or its execution will be therefore processed in the respective jurisdiction of the Owner’s place of business. PRO-VALIDITY CLAUSE If any provision of this Agreement is, or is to be found by an appropriate authority, unenforceable under governing law, that will not affect the enforceability of any other provisions of this Agreement. Statutory provisions by US State of Florida Law will govern all aspects of NDA Agreement, which have not been regulated by the provisions of this agreement. DAMAGES If damages, resulting as a breach of Terms on behalf of the Recipient cannot be determined, the Owner has the right, in his/her sole discretion, to seek legal remedy amounting in the maximum amount of (set maximum amount), including all reasonable litigation expenses, court costs and reasonable attorney‘s fees. INTERPRETATION GUIDELINES This contract is freely stipulated and solemnized by both parties, who have an equal position in negotiating the terms therein. The contract is not to be interpreted in favor of the party who/which had not drafted it, as it is a freely established relationship between two equal parties under applicable US, State of Texas applicable Law. IN WITNESS WHEREOF, both Parties have concluded and agree to sign this Contract, personally or by their respective authorized agent, as of the day and year set forth above. RECIPIENT OWNER __________________ __________________

Receiving Party may acquire information similar to Confidential Information from a third party.

Entailment

NON-DISCLOSURE AGREEMENT _________________________________________________________ This Non-Disclosure Agreement (hereinafter referred to as: “Contract” or “Agreement”) was freely stipulated and entered into without any pressure or duress whatsoever as of (insert effective date), between: JB Machine LLC, having primary place of residence at 14309 Toepperwein rd ste 403 San Antonio, TX 78233 (hereinafter referred to as “Recipient” or “Company”), And (Recipient), having primary place of residence at ___________________________________________________________________________ ___________________________________________________________________________ ___________________________________________________________________________ (hereinafter referred to as “Owner” or “Client”), (Collectively referred to as: “Parties”, “Contractors”) Both of whom hereby agree to be bound and abide by the provisions stated in this agreement Thereby, the Client desires to protect his legitimate rights of confidentiality regarding the business that the Client owns and operates. The Recipient of confidential information has agreed to keep the information shared by the Client, which may be, connected to doing business with the Company, confidential in nature or otherwise important for the Client. The Company respects the legitimate interests of the Client, and is willing to abide by the terms set out in this contract. Both parties agree that there is no weaker party in this agreement, as both parties have had equivalent bargaining powers prior to formation of this contract. Therefore, in consideration and respect to all the mutually stipulated provisions, promises and obligations made by the Parties in this specific Contract, the Parties covenant and agree as follows: SOURCE OF INFORMATION The information received by the Recipient is primarily from execution of a standalone contract connected to the Recipient’s business. The Recipient is, by all objective standards a legitimate and legally bound private entity established under applicable US law. Within the scope of the business activity of the Recipient, who works and operates in the manufacturing and wholesale business, the existent agreement between the parties, more specifically, its execution does require certain confidential information from the Owner. CONFIDENTIAL INFORMATION For the purposes of this Agreement, the term “Confidential information” (abbreviated: “information”) means any information or material which is proprietary to the Owner, whether or not owned or developed by the Owner, which is generally not known to anyone but the Owner, and which the Recipient is to obtain by fulfilling his/hers duties. The term is also to be used for information, metric units, useful designs, technical data, expertise, descriptions, plans, schemes, sketches, or other information, which is proprietary to the Owner of the classified information. Confidential information will include any information provided, directly or indirectly, by the owner, as well as information regarding various parameters of performance, procedure or other relevant characteristic, which is tied to the relevant position. Confidential information also includes any information of the owner and a third party with which the Owner deals, including, but not limited to: financial information, business records, plans, trade secrets, product ideas, technical data of any type, contracts, billing records, pricing structure, discounts, property, investments, strategic alliances, partnerships, customer or client lists. The nature of the information and manner of the disclosure are such that a reasonable person would understand to be confidential. Confidential information is also to include information, which is not to be clearly classified as such, and are connected to the execution of contract on behalf of the Recipient of confidential information. EXCEPTIONS FROM CONFIDENTIAL INFORMATION The Term “Confidential information” does NOT include: - Matter of public or otherwise freely accessible knowledge, resulting from direct disclosure by the Owner - Information rightfully received by the Recipient from a Third party without any duty of confidentiality - Independently developed information on behalf of the Recipient - Already disclosed information for the purposes of court or civil proceedings, respecting the principle of “minimal disclosure” - Information disclosed on behalf of the Recipient with prior written or oral ascent from the Owner OBLIGATION OF PROTECTION The Recipient hereby understand the sensitive nature of the information, and thus acknowledges that the information is a valuable, special and unique asses proprietary to the Owner, which provides the Owner with a significant competitive advantage, and thus needs to be protected from improper disclosure. In consideration for the receipt by the Recipient of information, the Recipient agrees to: - Hold the information in confidence and will not, in any way, disclose the information to any person or entity without prior written ascent of the Owner - Not copy or, in any way, modify any information without the prior written ascent of the Owner - The Recipient is to promptly advise the Owner if the Recipient becomes aware of an possible unauthorized disclosure or use of the information - The Recipient is not to disclose any information to any employees of the Recipient, aside from the employees required - To have the information in order to perform their job duties in connection with the limited purposes of this Agreement. Each authorized Employee to whom confidential information is disclosed shall sign a non-disclosure agreement substantially same as this agreement upon request of the Owner. PROTECTION OF INTEREST. DISPOSAL OF INFORMATION The Recipient is to protect any type of information, whether fitting the definition of “confidential information” or not, if he or she believes that disclosing this information may lead to a loss or damage of any kind to the Owner. The Recipient is to dispose of paperwork, data, discs, memory cards, e-mails or any copies of modifications made upon previous written ascent from the Owner in a manner prescribed by the Owner’s disposal of information policy. The Recipient shall be informed on the protocols of discarding or disposing of any tangible medium upon request. RIGHT TO INJUCTIVE RELIEF If it appears that the Recipient has, or has threatened to, disclose any confidential information in violation of this Agreement’s provisions, the owner shall be entitled to an injunctive relief restraining the Recipient form further or any such disclosure. The Owner is not limited to seeking any other forms of legal remedy in sole discretion and as seen fit by the Owner. NON-CIRCUMVENTION For a period of (insert number) years after the end of the term of this Agreement, the Recipient is not to attempt to do business with, or otherwise solicit any business contracts found or otherwise referred by Owner to Recipient for the purpose of circumventing, the result of which shall be to prevent the Owner from realizing or recognizing a profit, fees, or otherwise, without the specific written approval of the Owner. If any circumvention is to occur, the Owner is to be entitled to any commission due pursuant to this Agreement, or relating to such transaction. THE RIGHT TO FORGET. DISCRETIONAL RIGHTS OF THE OWNER All records obtained by the recipient which are not meant to be returned to the Owner, unless to be used for further production or future business, are to be deleted and destroyed. The Owner of confidential information shall inform the Recipient in writing (unless explicitly stated in this contract) on which information can be securely kept, which are to be destroyed and which are to be returned. RETURN OF CONFIDENTIAL INFORMATION On demand, at any time and at any event which may occur the Recipient is obliged to immediately deliver to the Owner all the date, manuals, lists, notes, writings, product lists, photocopies, recordings, disks or other material (including duplicates and/or copies of any such property and/or material) concerning the work at hand. The Recipient understands and respects that the Owner has all proprietary rights to these materials, and that these materials are entrusted to the Recipient on basis of execution of contract tied to this Non-disclosure agreement. STATUS The parties understand that they are not partners or agents, and stress that both parties are to form this contract, as a result of the confidentiality needed in regards to the proper execution of a standalone contract tied to this Non-disclosure agreement. Neither party has an obligation to purchase products or services from the other party. The Recipient understands the implied limitation of offering products or services created by the Recipient resulting from misuse of the received confidential information. DAMAGES DUE TO DISCLOSURE Disclosure of these materials, whether willingly, by default, negligence or failure to comply with the organizational orders by the Owner or an authorized agent thereof may give the right of redress to the Owner. The Recipient understands that further legal remedies may be taken against him/her because of any harm or loss suffered by the Owner of the confidential information because of the disclosure. NON-SOLICITATION AND NON-COMPETITION In consideration of the experience, know-how, training and other vital organizational or market knowledge, which is to be acquired through working for the Owner, the Employee hereby promises that he/she will NOT, either during the employment or for a period of time of (insert number of years – usually up to two years) consecutive years (months) after termination of employment, directly or indirectly, for the sake of the Employee or for any third party, accept employment or in any other way, directly or indirectly, engage in business activities which are of direct competition to the Owner. In this period, the Recipient further promises NOT TO solicit any current or potential customer of the Owner identified in the duration of the employment with the Owner, or otherwise divert, or attempt to do so, any business from the Owner. The relevant geographical area to which this provision is applicable is the regular place in which the Owner solicits and conducts business, and/or any area to which, as far as the Recipient’s knowledge is, the Owner has plans of future expansion, investment and establishment of another business, which is tied to this business. Both parties are compliant that the time and territorial scope of this Subsection is reasonable, and proportionate with the specifications of the duties the Employee is obliged to conduct, as regulated in this Agreement, and that the restrictions are further reasonable given the Recipient’s access to the Owner’s experience, training programmers, organizational or market knowledge, know-how and insider information which is to be acquired during the employment. If a court of law under the applicable jurisdiction this Agreement is to be revised under deems this subsection unreasonable, it is to be changed by either a constructive judgment or operation of law, in order to ensure the maximal protection of the Owner’s rights and interests. The Recipient hereby agrees that in case of judicial interpretation of this clause, the Owner’s interest are to be protected in the full extent on this issue, as permitted by applicable law. In the event of non-compliance, default or breach of this provision, the Recipient agrees to penalties (if the damage can be determined) or discretional legal claims (if the damage is undeterminable) under the “Damages’ subsection of this Agreement. LIMITATION OF WARRANTY The Recipient is aware that the information is provided „as is“. The OWNER DOES NOT MAKE ANY WARRANTIES, EITHER EXPRESS OR IMPLIED, WITH RESPECT TO THE CONFIDENTIAL INFORMATION AND HEREBY EXPRESSLY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES, MERCHANT ABILITY AND FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT SHALL THE OWNER BE FURTHER LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES IN CONNECTION WITH OR ARISING FROM THE PERFORMANCE OR USE OF ANY PORTION OF THE CONFIDENTIAL INFORMATION. The Owner neither represents or warrants that any product, busines plans or any other information relating to the Business will be marketed or carried out as disclosed, or at all. Any actions taken by the Recipient in response to the disclosure of the Confidential information is to be solely at the Recipient’s own risk. LICENSING PROVISIONS. The recipient shall not acquire any intellectual property rights under this Agreement, except the right to limited used of information as set forth and specified above. The Recipient acknowledges and understands that, as between the Owner and the Recipient, the informaiton and all related intellectual property rights are, and shall, at all times, be, the property of the Owner, even if suggestions, comments, or ideas made by the Recipient are incorporated into the confidential information or related materials during the validity of this Agreement. INDEMNIFICATION The parties agree to defend, indemnify and hold harmless the other party and its officers, directors, agents, affiliates, distributors, representatives and employees from any and all third party claims, demands, liabilities, cost and expenses, including reasonable attorney’s fees, costs and expenses resulting from the indemnifying party’s material breach of any duty, representation or warranty as per this Agreement. ATTORNEY’S FEES The prevailing party shall be entitled to recover reasonable attorney’s fees and costs in case any legal action between the parties concerning this Agreement is to be taken. RELEVANT TERM The obligations of this Agreement are to survive 2 years form the effective date or until the owner sends the Recipient written notice releasing the Recipient from this Agreement. After that, the Recipient is to continue to protect the information received during the term of this Agreement from unauthorized use or disclosure indefinitely. SEVERABILITY. CONTINUITY. This Agreement represents the complete understanding and consensus of the Parties in this Non-Disclosure Agreement, and thus shall supersede all previous oral or written agreements, regarding the subject matter regulated herein. Obligations on behalf of the Recipient under this agreement is to be voided by means of written notice of the Owner of confidential information, aside from the “Relevant Term” subsection, which is to survive voiding of any rights or termination of this Agreement. This Agreement may be terminated by means of written notice of the Owner or by end of the contractual relationship to which this Non-disclosure agreement undoubtedly ties to the execution of a contract related to this Non-disclosure agreement All unilateral modifications of the terms of this Agreement are invalid, except for the written notices by the Owner on voiding obligations of the Recipient or terminating this Agreement. Any other changes are subject to consensus by both Parties, and are to be done by renewal, addendum, modification or other instrument recognized by applicable law. DISPUTE RESOLUTION. JURISDICTION The Parties agree to solve all disputes or controversies, including those arising from termination of contract in a manner other than filing court actions. Alternative dispute-resolution prevents statute barring of the rights and obligations arising from this Agreement. If these dispute-resolving methods prove unsuccessful, they are to commence court proceedings. This Agreement shall be governed by and construed in accordance with the jurisdiction of the primary place of business the Owner resides. All disputes or litigation arising from the content of this contract or its execution will be therefore processed in the respective jurisdiction of the Owner’s place of business. PRO-VALIDITY CLAUSE If any provision of this Agreement is, or is to be found by an appropriate authority, unenforceable under governing law, that will not affect the enforceability of any other provisions of this Agreement. Statutory provisions by US State of Florida Law will govern all aspects of NDA Agreement, which have not been regulated by the provisions of this agreement. DAMAGES If damages, resulting as a breach of Terms on behalf of the Recipient cannot be determined, the Owner has the right, in his/her sole discretion, to seek legal remedy amounting in the maximum amount of (set maximum amount), including all reasonable litigation expenses, court costs and reasonable attorney‘s fees. INTERPRETATION GUIDELINES This contract is freely stipulated and solemnized by both parties, who have an equal position in negotiating the terms therein. The contract is not to be interpreted in favor of the party who/which had not drafted it, as it is a freely established relationship between two equal parties under applicable US, State of Texas applicable Law. IN WITNESS WHEREOF, both Parties have concluded and agree to sign this Contract, personally or by their respective authorized agent, as of the day and year set forth above. RECIPIENT OWNER __________________ __________________

Receiving Party may share some Confidential Information with some of Receiving Party's employees.

Entailment

NON-DISCLOSURE AGREEMENT _________________________________________________________ This Non-Disclosure Agreement (hereinafter referred to as: “Contract” or “Agreement”) was freely stipulated and entered into without any pressure or duress whatsoever as of (insert effective date), between: JB Machine LLC, having primary place of residence at 14309 Toepperwein rd ste 403 San Antonio, TX 78233 (hereinafter referred to as “Recipient” or “Company”), And (Recipient), having primary place of residence at ___________________________________________________________________________ ___________________________________________________________________________ ___________________________________________________________________________ (hereinafter referred to as “Owner” or “Client”), (Collectively referred to as: “Parties”, “Contractors”) Both of whom hereby agree to be bound and abide by the provisions stated in this agreement Thereby, the Client desires to protect his legitimate rights of confidentiality regarding the business that the Client owns and operates. The Recipient of confidential information has agreed to keep the information shared by the Client, which may be, connected to doing business with the Company, confidential in nature or otherwise important for the Client. The Company respects the legitimate interests of the Client, and is willing to abide by the terms set out in this contract. Both parties agree that there is no weaker party in this agreement, as both parties have had equivalent bargaining powers prior to formation of this contract. Therefore, in consideration and respect to all the mutually stipulated provisions, promises and obligations made by the Parties in this specific Contract, the Parties covenant and agree as follows: SOURCE OF INFORMATION The information received by the Recipient is primarily from execution of a standalone contract connected to the Recipient’s business. The Recipient is, by all objective standards a legitimate and legally bound private entity established under applicable US law. Within the scope of the business activity of the Recipient, who works and operates in the manufacturing and wholesale business, the existent agreement between the parties, more specifically, its execution does require certain confidential information from the Owner. CONFIDENTIAL INFORMATION For the purposes of this Agreement, the term “Confidential information” (abbreviated: “information”) means any information or material which is proprietary to the Owner, whether or not owned or developed by the Owner, which is generally not known to anyone but the Owner, and which the Recipient is to obtain by fulfilling his/hers duties. The term is also to be used for information, metric units, useful designs, technical data, expertise, descriptions, plans, schemes, sketches, or other information, which is proprietary to the Owner of the classified information. Confidential information will include any information provided, directly or indirectly, by the owner, as well as information regarding various parameters of performance, procedure or other relevant characteristic, which is tied to the relevant position. Confidential information also includes any information of the owner and a third party with which the Owner deals, including, but not limited to: financial information, business records, plans, trade secrets, product ideas, technical data of any type, contracts, billing records, pricing structure, discounts, property, investments, strategic alliances, partnerships, customer or client lists. The nature of the information and manner of the disclosure are such that a reasonable person would understand to be confidential. Confidential information is also to include information, which is not to be clearly classified as such, and are connected to the execution of contract on behalf of the Recipient of confidential information. EXCEPTIONS FROM CONFIDENTIAL INFORMATION The Term “Confidential information” does NOT include: - Matter of public or otherwise freely accessible knowledge, resulting from direct disclosure by the Owner - Information rightfully received by the Recipient from a Third party without any duty of confidentiality - Independently developed information on behalf of the Recipient - Already disclosed information for the purposes of court or civil proceedings, respecting the principle of “minimal disclosure” - Information disclosed on behalf of the Recipient with prior written or oral ascent from the Owner OBLIGATION OF PROTECTION The Recipient hereby understand the sensitive nature of the information, and thus acknowledges that the information is a valuable, special and unique asses proprietary to the Owner, which provides the Owner with a significant competitive advantage, and thus needs to be protected from improper disclosure. In consideration for the receipt by the Recipient of information, the Recipient agrees to: - Hold the information in confidence and will not, in any way, disclose the information to any person or entity without prior written ascent of the Owner - Not copy or, in any way, modify any information without the prior written ascent of the Owner - The Recipient is to promptly advise the Owner if the Recipient becomes aware of an possible unauthorized disclosure or use of the information - The Recipient is not to disclose any information to any employees of the Recipient, aside from the employees required - To have the information in order to perform their job duties in connection with the limited purposes of this Agreement. Each authorized Employee to whom confidential information is disclosed shall sign a non-disclosure agreement substantially same as this agreement upon request of the Owner. PROTECTION OF INTEREST. DISPOSAL OF INFORMATION The Recipient is to protect any type of information, whether fitting the definition of “confidential information” or not, if he or she believes that disclosing this information may lead to a loss or damage of any kind to the Owner. The Recipient is to dispose of paperwork, data, discs, memory cards, e-mails or any copies of modifications made upon previous written ascent from the Owner in a manner prescribed by the Owner’s disposal of information policy. The Recipient shall be informed on the protocols of discarding or disposing of any tangible medium upon request. RIGHT TO INJUCTIVE RELIEF If it appears that the Recipient has, or has threatened to, disclose any confidential information in violation of this Agreement’s provisions, the owner shall be entitled to an injunctive relief restraining the Recipient form further or any such disclosure. The Owner is not limited to seeking any other forms of legal remedy in sole discretion and as seen fit by the Owner. NON-CIRCUMVENTION For a period of (insert number) years after the end of the term of this Agreement, the Recipient is not to attempt to do business with, or otherwise solicit any business contracts found or otherwise referred by Owner to Recipient for the purpose of circumventing, the result of which shall be to prevent the Owner from realizing or recognizing a profit, fees, or otherwise, without the specific written approval of the Owner. If any circumvention is to occur, the Owner is to be entitled to any commission due pursuant to this Agreement, or relating to such transaction. THE RIGHT TO FORGET. DISCRETIONAL RIGHTS OF THE OWNER All records obtained by the recipient which are not meant to be returned to the Owner, unless to be used for further production or future business, are to be deleted and destroyed. The Owner of confidential information shall inform the Recipient in writing (unless explicitly stated in this contract) on which information can be securely kept, which are to be destroyed and which are to be returned. RETURN OF CONFIDENTIAL INFORMATION On demand, at any time and at any event which may occur the Recipient is obliged to immediately deliver to the Owner all the date, manuals, lists, notes, writings, product lists, photocopies, recordings, disks or other material (including duplicates and/or copies of any such property and/or material) concerning the work at hand. The Recipient understands and respects that the Owner has all proprietary rights to these materials, and that these materials are entrusted to the Recipient on basis of execution of contract tied to this Non-disclosure agreement. STATUS The parties understand that they are not partners or agents, and stress that both parties are to form this contract, as a result of the confidentiality needed in regards to the proper execution of a standalone contract tied to this Non-disclosure agreement. Neither party has an obligation to purchase products or services from the other party. The Recipient understands the implied limitation of offering products or services created by the Recipient resulting from misuse of the received confidential information. DAMAGES DUE TO DISCLOSURE Disclosure of these materials, whether willingly, by default, negligence or failure to comply with the organizational orders by the Owner or an authorized agent thereof may give the right of redress to the Owner. The Recipient understands that further legal remedies may be taken against him/her because of any harm or loss suffered by the Owner of the confidential information because of the disclosure. NON-SOLICITATION AND NON-COMPETITION In consideration of the experience, know-how, training and other vital organizational or market knowledge, which is to be acquired through working for the Owner, the Employee hereby promises that he/she will NOT, either during the employment or for a period of time of (insert number of years – usually up to two years) consecutive years (months) after termination of employment, directly or indirectly, for the sake of the Employee or for any third party, accept employment or in any other way, directly or indirectly, engage in business activities which are of direct competition to the Owner. In this period, the Recipient further promises NOT TO solicit any current or potential customer of the Owner identified in the duration of the employment with the Owner, or otherwise divert, or attempt to do so, any business from the Owner. The relevant geographical area to which this provision is applicable is the regular place in which the Owner solicits and conducts business, and/or any area to which, as far as the Recipient’s knowledge is, the Owner has plans of future expansion, investment and establishment of another business, which is tied to this business. Both parties are compliant that the time and territorial scope of this Subsection is reasonable, and proportionate with the specifications of the duties the Employee is obliged to conduct, as regulated in this Agreement, and that the restrictions are further reasonable given the Recipient’s access to the Owner’s experience, training programmers, organizational or market knowledge, know-how and insider information which is to be acquired during the employment. If a court of law under the applicable jurisdiction this Agreement is to be revised under deems this subsection unreasonable, it is to be changed by either a constructive judgment or operation of law, in order to ensure the maximal protection of the Owner’s rights and interests. The Recipient hereby agrees that in case of judicial interpretation of this clause, the Owner’s interest are to be protected in the full extent on this issue, as permitted by applicable law. In the event of non-compliance, default or breach of this provision, the Recipient agrees to penalties (if the damage can be determined) or discretional legal claims (if the damage is undeterminable) under the “Damages’ subsection of this Agreement. LIMITATION OF WARRANTY The Recipient is aware that the information is provided „as is“. The OWNER DOES NOT MAKE ANY WARRANTIES, EITHER EXPRESS OR IMPLIED, WITH RESPECT TO THE CONFIDENTIAL INFORMATION AND HEREBY EXPRESSLY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES, MERCHANT ABILITY AND FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT SHALL THE OWNER BE FURTHER LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES IN CONNECTION WITH OR ARISING FROM THE PERFORMANCE OR USE OF ANY PORTION OF THE CONFIDENTIAL INFORMATION. The Owner neither represents or warrants that any product, busines plans or any other information relating to the Business will be marketed or carried out as disclosed, or at all. Any actions taken by the Recipient in response to the disclosure of the Confidential information is to be solely at the Recipient’s own risk. LICENSING PROVISIONS. The recipient shall not acquire any intellectual property rights under this Agreement, except the right to limited used of information as set forth and specified above. The Recipient acknowledges and understands that, as between the Owner and the Recipient, the informaiton and all related intellectual property rights are, and shall, at all times, be, the property of the Owner, even if suggestions, comments, or ideas made by the Recipient are incorporated into the confidential information or related materials during the validity of this Agreement. INDEMNIFICATION The parties agree to defend, indemnify and hold harmless the other party and its officers, directors, agents, affiliates, distributors, representatives and employees from any and all third party claims, demands, liabilities, cost and expenses, including reasonable attorney’s fees, costs and expenses resulting from the indemnifying party’s material breach of any duty, representation or warranty as per this Agreement. ATTORNEY’S FEES The prevailing party shall be entitled to recover reasonable attorney’s fees and costs in case any legal action between the parties concerning this Agreement is to be taken. RELEVANT TERM The obligations of this Agreement are to survive 2 years form the effective date or until the owner sends the Recipient written notice releasing the Recipient from this Agreement. After that, the Recipient is to continue to protect the information received during the term of this Agreement from unauthorized use or disclosure indefinitely. SEVERABILITY. CONTINUITY. This Agreement represents the complete understanding and consensus of the Parties in this Non-Disclosure Agreement, and thus shall supersede all previous oral or written agreements, regarding the subject matter regulated herein. Obligations on behalf of the Recipient under this agreement is to be voided by means of written notice of the Owner of confidential information, aside from the “Relevant Term” subsection, which is to survive voiding of any rights or termination of this Agreement. This Agreement may be terminated by means of written notice of the Owner or by end of the contractual relationship to which this Non-disclosure agreement undoubtedly ties to the execution of a contract related to this Non-disclosure agreement All unilateral modifications of the terms of this Agreement are invalid, except for the written notices by the Owner on voiding obligations of the Recipient or terminating this Agreement. Any other changes are subject to consensus by both Parties, and are to be done by renewal, addendum, modification or other instrument recognized by applicable law. DISPUTE RESOLUTION. JURISDICTION The Parties agree to solve all disputes or controversies, including those arising from termination of contract in a manner other than filing court actions. Alternative dispute-resolution prevents statute barring of the rights and obligations arising from this Agreement. If these dispute-resolving methods prove unsuccessful, they are to commence court proceedings. This Agreement shall be governed by and construed in accordance with the jurisdiction of the primary place of business the Owner resides. All disputes or litigation arising from the content of this contract or its execution will be therefore processed in the respective jurisdiction of the Owner’s place of business. PRO-VALIDITY CLAUSE If any provision of this Agreement is, or is to be found by an appropriate authority, unenforceable under governing law, that will not affect the enforceability of any other provisions of this Agreement. Statutory provisions by US State of Florida Law will govern all aspects of NDA Agreement, which have not been regulated by the provisions of this agreement. DAMAGES If damages, resulting as a breach of Terms on behalf of the Recipient cannot be determined, the Owner has the right, in his/her sole discretion, to seek legal remedy amounting in the maximum amount of (set maximum amount), including all reasonable litigation expenses, court costs and reasonable attorney‘s fees. INTERPRETATION GUIDELINES This contract is freely stipulated and solemnized by both parties, who have an equal position in negotiating the terms therein. The contract is not to be interpreted in favor of the party who/which had not drafted it, as it is a freely established relationship between two equal parties under applicable US, State of Texas applicable Law. IN WITNESS WHEREOF, both Parties have concluded and agree to sign this Contract, personally or by their respective authorized agent, as of the day and year set forth above. RECIPIENT OWNER __________________ __________________

Receiving Party shall not use any Confidential Information for any purpose other than the purposes stated in Agreement.

Entailment

NON-DISCLOSURE AGREEMENT This Agreement is made effective as of the ____ day of ___________, 20__, by and between: JUST BIOFIBER STRUCTURAL SOLUTIONS CORP., an Alberta Corporation, with offices in Calgary, Alberta ("JUST BIOFIBER"); And _______________________________________________________________, having an office in ________________________________________________________________________ ("RECIPIENT"), hereinafter collectively referred to as the “Parties” and severally as the “Party”. WHEREAS both Parties (acting as the Receiving Party) desire to receive and the both Parties (acting as the Disclosing Party) are prepared to supply certain Confidential Information (defined below) on the terms and conditions set out herein and solely for the purpose of aiding the other Party in evaluating whether the Parties wish to enter into a commercial relationship with each other (the "Purpose"); AND WHEREAS each Party has, in part, acquired the Confidential Information through the expenditure of time, effort and money and wish to protect the Confidential Information as the use or disclosure of the Confidential Information by or to anyone, but particularly to the general public or a competitor of Disclosing Party, could be highly detrimental to, and not in the best interests of, such Party; NOW THEREFORE in consideration of the premises, the mutual promises herein, and other good and valuable consideration, the Parties hereto agree as follows: 1. For the purposes of this Agreement, "Confidential Information" shall mean any and all information provided by, or on behalf of, the Disclosing Party to the Receiving Party prior to or following the execution of this Agreement and in any way relating to the Purpose (including, without limitation, any and all intellectual property, business secrets, business information, business plans, financial and pricing information, business practices, financial statements and reports, project specifications, projections, schematics and drawings, trade secrets, processes, materials, customer lists, supplier lists, sales volume, territories, markets, current, future or potential acquisitions, technical, production, operational, marketing or sales information disclosed hereunder) provided in connection therewith, regardless of form or format, provided however that Confidential Information shall not include information which the Receiving Party can establish through written records: (a) is, at the time of disclosure, readily available to the trade or the public through no fault of the Receiving Party, provided however that that where any part of such information is readily available to the trade or the public but a compilation of information which includes such part is not so available then such compilation shall be treated as Confidential Information hereunder; or (b) was rightfully in its possession prior to the disclosure of such Confidential Information to the Receiving Party by, or on behalf of, the Disclosing Party. 2. The Receiving Party shall use the Confidential Information solely for the Purpose and shall not use the Confidential Information in any manner except as reasonably required for the Purpose. Nothing in this Agreement obligates the Disclosing Party to make any particular disclosure of Confidential Information. This Agreement shall apply to all Confidential Information regardless of its form or medium, whether conveyed orally, visually, electronically or in writing, and whether or not it is designated as "confidential". 3. The Receiving Party shall protect the Disclosing Party’s interest in the Confidential Information and shall keep the Confidential Information confidential. The Receiving Party shall not disclose, allow access to, transmit or transfer the Confidential Information to any third party without the Disclosing Party’s prior written consent, provided however that the Receiving Party may disclose the Confidential Information to those of its directors, officers and employees ("Representatives") who have a need to know the Confidential Information for the Purpose provided that the Receiving Party shall ensure that such Representatives treat the Confidential Information as confidential and at all times in a manner consistent with this Agreement and the Receiving Party shall be liable for any loss or damage resulting from any Representative failing to do so. 4. The Receiving Party shall notify the Disclosing Party promptly of any unauthorized use or possession of the Confidential Information that comes to the Receiving Party’s attention. 5. In the event that the Receiving Party is required to disclose Confidential Information pursuant to any applicable law or an order from a court of competent jurisdiction, the Receiving Party shall only disclose such portion of the Confidential Information that it is legally required to disclose, and shall use all reasonable efforts to obtain confidential treatment for any Confidential Information so disclosed. The Receiving Party shall promptly notify the Disclosing Party of the required disclosure and any relevant information in respect thereto so that the Disclosing Party may take appropriate steps to protect such Confidential Information from such disclosure. 6. The Confidential Information shall not be copied or reproduced in any form or stored in a retrieval system or database by the Receiving Party without the prior consent of the Disclosing Party except for such copies and storage as may reasonably be required internally by the Receiving Party for the Purpose. All copies of the Confidential Information shall contain the same proprietary notices which may appear on the original. 7. The Receiving Party shall upon request immediately return to the Disclosing Party or destroy, as directed by the Disclosing Party, the Confidential Information and all copies thereof in any form whatsoever under the power or control of the Receiving Party or its Representatives and immediately destroy all compilations, analysis or derivative work relating to the Confidential Information. Where the Receiving Party satisfies its obligation to return or destroy the embodiments of the Confidential Information by destroying such embodiments, the Receiving Party will deliver to the Disclosing Party a certificate signed by an officer of the Receiving Party certifying such destruction of such embodiments. 8. All right, title and interest in and to the Confidential Information, including, without limitation, all patent rights, trade secret and confidential information rights, copyrights and other intellectual property, industrial, proprietary and other rights of any kind or nature, shall remain the exclusive property of the Disclosing Party, and the Confidential Information shall be held in trust and confidence by the Receiving Party for the Disclosing Party. The Disclosing Party shall retain title to all tangible media on which Confidential Information resides, including documentation, discs, and all copies thereof. No interest, license or any other right in, or to, the Confidential Information, other than expressly set out herein, is granted to the Receiving Party under this Agreement by implication or otherwise. Although the Confidential Information is obtained from sources believed to be reliable, the Confidential Information is provided hereunder on a strictly "as is", "where is", "with all faults" basis, and without warranties, conditions or representations of any kind, express or implied, and this Agreement, and the provision of Confidential Information, shall not constitute any representation, warranty or guarantee to the Receiving Party by the Disclosing Party whatsoever, including without limitation any representation, warranty or guarantee with respect to the Confidential Information infringing, violating, misappropriating or otherwise interfering with any rights of third parties. The Disclosing Party shall not be held liable for any errors or omissions in the Confidential Information or the use, or the results of the use of, the Confidential Information. The Disclosing Party shall have no responsibility for updating or correcting any Confidential Information provided hereunder. 9. The Receiving Party understands and agrees that the Confidential Information is information of a confidential nature of the Disclosing Party, is consistently treated as such by the Disclosing Party and that the public release of this information shall cause irreparable damage to the Disclosing Party. The Confidential Information is being disclosed by the Disclosing Party in specific reliance on the commitments and representations of the Receiving Party in this Agreement. It is accordingly agreed that the Disclosing Party shall be entitled to injunctive relief to prevent breaches of this Agreement and to specifically enforce the terms and provisions hereof, in addition to any other remedy to which the Disclosing Party may be entitled at law or in equity. 10. This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and restates and super cedes any prior understandings and agreements between the parties hereto with respect thereto. No failure or delay by either party in exercising any right under this Agreement shall operate as a waiver thereof or preclude any other or further exercise of such right or the exercise of any other right under this Agreement. 11. This Agreement shall be binding during the Purpose and shall remain in effect for a period or 2 years after the Purpose is completed. 12. This Agreement shall be governed by and construed in accordance with the laws of the Province of Alberta and the federal laws of Canada applicable therein, without reference to conflicts of law principles. No Party may assign this Agreement. 13. If any provision of this Agreement is declared invalid, illegal or unenforceable by a court of competent jurisdiction such provision shall be severed from the Agreement and all other provisions of the Agreement shall remain in full force and effect. 14. This Agreement may be executed in counterparts. Each shall be deemed an original, but together shall constitute one and the same instrument. IN WITNESS WHEREOF, duly authorized representatives of the parties hereto, each after having had the opportunity to discuss this Agreement with their respective legal advisors, have executed this Agreement. JUST BIOFIBER STRUCTURAL SOLUTIONS CORP. Sign: _______________________________ Name: _______________________________ Title: _______________________________ Recipient Name ______________________________________ Sign: _______________________________ Name: _______________________________

Receiving Party shall not reverse engineer any objects which embody Disclosing Party's Confidential Information.

NotMentioned

NON-DISCLOSURE AGREEMENT This Agreement is made effective as of the ____ day of ___________, 20__, by and between: JUST BIOFIBER STRUCTURAL SOLUTIONS CORP., an Alberta Corporation, with offices in Calgary, Alberta ("JUST BIOFIBER"); And _______________________________________________________________, having an office in ________________________________________________________________________ ("RECIPIENT"), hereinafter collectively referred to as the “Parties” and severally as the “Party”. WHEREAS both Parties (acting as the Receiving Party) desire to receive and the both Parties (acting as the Disclosing Party) are prepared to supply certain Confidential Information (defined below) on the terms and conditions set out herein and solely for the purpose of aiding the other Party in evaluating whether the Parties wish to enter into a commercial relationship with each other (the "Purpose"); AND WHEREAS each Party has, in part, acquired the Confidential Information through the expenditure of time, effort and money and wish to protect the Confidential Information as the use or disclosure of the Confidential Information by or to anyone, but particularly to the general public or a competitor of Disclosing Party, could be highly detrimental to, and not in the best interests of, such Party; NOW THEREFORE in consideration of the premises, the mutual promises herein, and other good and valuable consideration, the Parties hereto agree as follows: 1. For the purposes of this Agreement, "Confidential Information" shall mean any and all information provided by, or on behalf of, the Disclosing Party to the Receiving Party prior to or following the execution of this Agreement and in any way relating to the Purpose (including, without limitation, any and all intellectual property, business secrets, business information, business plans, financial and pricing information, business practices, financial statements and reports, project specifications, projections, schematics and drawings, trade secrets, processes, materials, customer lists, supplier lists, sales volume, territories, markets, current, future or potential acquisitions, technical, production, operational, marketing or sales information disclosed hereunder) provided in connection therewith, regardless of form or format, provided however that Confidential Information shall not include information which the Receiving Party can establish through written records: (a) is, at the time of disclosure, readily available to the trade or the public through no fault of the Receiving Party, provided however that that where any part of such information is readily available to the trade or the public but a compilation of information which includes such part is not so available then such compilation shall be treated as Confidential Information hereunder; or (b) was rightfully in its possession prior to the disclosure of such Confidential Information to the Receiving Party by, or on behalf of, the Disclosing Party. 2. The Receiving Party shall use the Confidential Information solely for the Purpose and shall not use the Confidential Information in any manner except as reasonably required for the Purpose. Nothing in this Agreement obligates the Disclosing Party to make any particular disclosure of Confidential Information. This Agreement shall apply to all Confidential Information regardless of its form or medium, whether conveyed orally, visually, electronically or in writing, and whether or not it is designated as "confidential". 3. The Receiving Party shall protect the Disclosing Party’s interest in the Confidential Information and shall keep the Confidential Information confidential. The Receiving Party shall not disclose, allow access to, transmit or transfer the Confidential Information to any third party without the Disclosing Party’s prior written consent, provided however that the Receiving Party may disclose the Confidential Information to those of its directors, officers and employees ("Representatives") who have a need to know the Confidential Information for the Purpose provided that the Receiving Party shall ensure that such Representatives treat the Confidential Information as confidential and at all times in a manner consistent with this Agreement and the Receiving Party shall be liable for any loss or damage resulting from any Representative failing to do so. 4. The Receiving Party shall notify the Disclosing Party promptly of any unauthorized use or possession of the Confidential Information that comes to the Receiving Party’s attention. 5. In the event that the Receiving Party is required to disclose Confidential Information pursuant to any applicable law or an order from a court of competent jurisdiction, the Receiving Party shall only disclose such portion of the Confidential Information that it is legally required to disclose, and shall use all reasonable efforts to obtain confidential treatment for any Confidential Information so disclosed. The Receiving Party shall promptly notify the Disclosing Party of the required disclosure and any relevant information in respect thereto so that the Disclosing Party may take appropriate steps to protect such Confidential Information from such disclosure. 6. The Confidential Information shall not be copied or reproduced in any form or stored in a retrieval system or database by the Receiving Party without the prior consent of the Disclosing Party except for such copies and storage as may reasonably be required internally by the Receiving Party for the Purpose. All copies of the Confidential Information shall contain the same proprietary notices which may appear on the original. 7. The Receiving Party shall upon request immediately return to the Disclosing Party or destroy, as directed by the Disclosing Party, the Confidential Information and all copies thereof in any form whatsoever under the power or control of the Receiving Party or its Representatives and immediately destroy all compilations, analysis or derivative work relating to the Confidential Information. Where the Receiving Party satisfies its obligation to return or destroy the embodiments of the Confidential Information by destroying such embodiments, the Receiving Party will deliver to the Disclosing Party a certificate signed by an officer of the Receiving Party certifying such destruction of such embodiments. 8. All right, title and interest in and to the Confidential Information, including, without limitation, all patent rights, trade secret and confidential information rights, copyrights and other intellectual property, industrial, proprietary and other rights of any kind or nature, shall remain the exclusive property of the Disclosing Party, and the Confidential Information shall be held in trust and confidence by the Receiving Party for the Disclosing Party. The Disclosing Party shall retain title to all tangible media on which Confidential Information resides, including documentation, discs, and all copies thereof. No interest, license or any other right in, or to, the Confidential Information, other than expressly set out herein, is granted to the Receiving Party under this Agreement by implication or otherwise. Although the Confidential Information is obtained from sources believed to be reliable, the Confidential Information is provided hereunder on a strictly "as is", "where is", "with all faults" basis, and without warranties, conditions or representations of any kind, express or implied, and this Agreement, and the provision of Confidential Information, shall not constitute any representation, warranty or guarantee to the Receiving Party by the Disclosing Party whatsoever, including without limitation any representation, warranty or guarantee with respect to the Confidential Information infringing, violating, misappropriating or otherwise interfering with any rights of third parties. The Disclosing Party shall not be held liable for any errors or omissions in the Confidential Information or the use, or the results of the use of, the Confidential Information. The Disclosing Party shall have no responsibility for updating or correcting any Confidential Information provided hereunder. 9. The Receiving Party understands and agrees that the Confidential Information is information of a confidential nature of the Disclosing Party, is consistently treated as such by the Disclosing Party and that the public release of this information shall cause irreparable damage to the Disclosing Party. The Confidential Information is being disclosed by the Disclosing Party in specific reliance on the commitments and representations of the Receiving Party in this Agreement. It is accordingly agreed that the Disclosing Party shall be entitled to injunctive relief to prevent breaches of this Agreement and to specifically enforce the terms and provisions hereof, in addition to any other remedy to which the Disclosing Party may be entitled at law or in equity. 10. This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and restates and super cedes any prior understandings and agreements between the parties hereto with respect thereto. No failure or delay by either party in exercising any right under this Agreement shall operate as a waiver thereof or preclude any other or further exercise of such right or the exercise of any other right under this Agreement. 11. This Agreement shall be binding during the Purpose and shall remain in effect for a period or 2 years after the Purpose is completed. 12. This Agreement shall be governed by and construed in accordance with the laws of the Province of Alberta and the federal laws of Canada applicable therein, without reference to conflicts of law principles. No Party may assign this Agreement. 13. If any provision of this Agreement is declared invalid, illegal or unenforceable by a court of competent jurisdiction such provision shall be severed from the Agreement and all other provisions of the Agreement shall remain in full force and effect. 14. This Agreement may be executed in counterparts. Each shall be deemed an original, but together shall constitute one and the same instrument. IN WITNESS WHEREOF, duly authorized representatives of the parties hereto, each after having had the opportunity to discuss this Agreement with their respective legal advisors, have executed this Agreement. JUST BIOFIBER STRUCTURAL SOLUTIONS CORP. Sign: _______________________________ Name: _______________________________ Title: _______________________________ Recipient Name ______________________________________ Sign: _______________________________ Name: _______________________________

Receiving Party shall destroy or return some Confidential Information upon the termination of Agreement.

NotMentioned

NON-DISCLOSURE AGREEMENT This Agreement is made effective as of the ____ day of ___________, 20__, by and between: JUST BIOFIBER STRUCTURAL SOLUTIONS CORP., an Alberta Corporation, with offices in Calgary, Alberta ("JUST BIOFIBER"); And _______________________________________________________________, having an office in ________________________________________________________________________ ("RECIPIENT"), hereinafter collectively referred to as the “Parties” and severally as the “Party”. WHEREAS both Parties (acting as the Receiving Party) desire to receive and the both Parties (acting as the Disclosing Party) are prepared to supply certain Confidential Information (defined below) on the terms and conditions set out herein and solely for the purpose of aiding the other Party in evaluating whether the Parties wish to enter into a commercial relationship with each other (the "Purpose"); AND WHEREAS each Party has, in part, acquired the Confidential Information through the expenditure of time, effort and money and wish to protect the Confidential Information as the use or disclosure of the Confidential Information by or to anyone, but particularly to the general public or a competitor of Disclosing Party, could be highly detrimental to, and not in the best interests of, such Party; NOW THEREFORE in consideration of the premises, the mutual promises herein, and other good and valuable consideration, the Parties hereto agree as follows: 1. For the purposes of this Agreement, "Confidential Information" shall mean any and all information provided by, or on behalf of, the Disclosing Party to the Receiving Party prior to or following the execution of this Agreement and in any way relating to the Purpose (including, without limitation, any and all intellectual property, business secrets, business information, business plans, financial and pricing information, business practices, financial statements and reports, project specifications, projections, schematics and drawings, trade secrets, processes, materials, customer lists, supplier lists, sales volume, territories, markets, current, future or potential acquisitions, technical, production, operational, marketing or sales information disclosed hereunder) provided in connection therewith, regardless of form or format, provided however that Confidential Information shall not include information which the Receiving Party can establish through written records: (a) is, at the time of disclosure, readily available to the trade or the public through no fault of the Receiving Party, provided however that that where any part of such information is readily available to the trade or the public but a compilation of information which includes such part is not so available then such compilation shall be treated as Confidential Information hereunder; or (b) was rightfully in its possession prior to the disclosure of such Confidential Information to the Receiving Party by, or on behalf of, the Disclosing Party. 2. The Receiving Party shall use the Confidential Information solely for the Purpose and shall not use the Confidential Information in any manner except as reasonably required for the Purpose. Nothing in this Agreement obligates the Disclosing Party to make any particular disclosure of Confidential Information. This Agreement shall apply to all Confidential Information regardless of its form or medium, whether conveyed orally, visually, electronically or in writing, and whether or not it is designated as "confidential". 3. The Receiving Party shall protect the Disclosing Party’s interest in the Confidential Information and shall keep the Confidential Information confidential. The Receiving Party shall not disclose, allow access to, transmit or transfer the Confidential Information to any third party without the Disclosing Party’s prior written consent, provided however that the Receiving Party may disclose the Confidential Information to those of its directors, officers and employees ("Representatives") who have a need to know the Confidential Information for the Purpose provided that the Receiving Party shall ensure that such Representatives treat the Confidential Information as confidential and at all times in a manner consistent with this Agreement and the Receiving Party shall be liable for any loss or damage resulting from any Representative failing to do so. 4. The Receiving Party shall notify the Disclosing Party promptly of any unauthorized use or possession of the Confidential Information that comes to the Receiving Party’s attention. 5. In the event that the Receiving Party is required to disclose Confidential Information pursuant to any applicable law or an order from a court of competent jurisdiction, the Receiving Party shall only disclose such portion of the Confidential Information that it is legally required to disclose, and shall use all reasonable efforts to obtain confidential treatment for any Confidential Information so disclosed. The Receiving Party shall promptly notify the Disclosing Party of the required disclosure and any relevant information in respect thereto so that the Disclosing Party may take appropriate steps to protect such Confidential Information from such disclosure. 6. The Confidential Information shall not be copied or reproduced in any form or stored in a retrieval system or database by the Receiving Party without the prior consent of the Disclosing Party except for such copies and storage as may reasonably be required internally by the Receiving Party for the Purpose. All copies of the Confidential Information shall contain the same proprietary notices which may appear on the original. 7. The Receiving Party shall upon request immediately return to the Disclosing Party or destroy, as directed by the Disclosing Party, the Confidential Information and all copies thereof in any form whatsoever under the power or control of the Receiving Party or its Representatives and immediately destroy all compilations, analysis or derivative work relating to the Confidential Information. Where the Receiving Party satisfies its obligation to return or destroy the embodiments of the Confidential Information by destroying such embodiments, the Receiving Party will deliver to the Disclosing Party a certificate signed by an officer of the Receiving Party certifying such destruction of such embodiments. 8. All right, title and interest in and to the Confidential Information, including, without limitation, all patent rights, trade secret and confidential information rights, copyrights and other intellectual property, industrial, proprietary and other rights of any kind or nature, shall remain the exclusive property of the Disclosing Party, and the Confidential Information shall be held in trust and confidence by the Receiving Party for the Disclosing Party. The Disclosing Party shall retain title to all tangible media on which Confidential Information resides, including documentation, discs, and all copies thereof. No interest, license or any other right in, or to, the Confidential Information, other than expressly set out herein, is granted to the Receiving Party under this Agreement by implication or otherwise. Although the Confidential Information is obtained from sources believed to be reliable, the Confidential Information is provided hereunder on a strictly "as is", "where is", "with all faults" basis, and without warranties, conditions or representations of any kind, express or implied, and this Agreement, and the provision of Confidential Information, shall not constitute any representation, warranty or guarantee to the Receiving Party by the Disclosing Party whatsoever, including without limitation any representation, warranty or guarantee with respect to the Confidential Information infringing, violating, misappropriating or otherwise interfering with any rights of third parties. The Disclosing Party shall not be held liable for any errors or omissions in the Confidential Information or the use, or the results of the use of, the Confidential Information. The Disclosing Party shall have no responsibility for updating or correcting any Confidential Information provided hereunder. 9. The Receiving Party understands and agrees that the Confidential Information is information of a confidential nature of the Disclosing Party, is consistently treated as such by the Disclosing Party and that the public release of this information shall cause irreparable damage to the Disclosing Party. The Confidential Information is being disclosed by the Disclosing Party in specific reliance on the commitments and representations of the Receiving Party in this Agreement. It is accordingly agreed that the Disclosing Party shall be entitled to injunctive relief to prevent breaches of this Agreement and to specifically enforce the terms and provisions hereof, in addition to any other remedy to which the Disclosing Party may be entitled at law or in equity. 10. This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and restates and super cedes any prior understandings and agreements between the parties hereto with respect thereto. No failure or delay by either party in exercising any right under this Agreement shall operate as a waiver thereof or preclude any other or further exercise of such right or the exercise of any other right under this Agreement. 11. This Agreement shall be binding during the Purpose and shall remain in effect for a period or 2 years after the Purpose is completed. 12. This Agreement shall be governed by and construed in accordance with the laws of the Province of Alberta and the federal laws of Canada applicable therein, without reference to conflicts of law principles. No Party may assign this Agreement. 13. If any provision of this Agreement is declared invalid, illegal or unenforceable by a court of competent jurisdiction such provision shall be severed from the Agreement and all other provisions of the Agreement shall remain in full force and effect. 14. This Agreement may be executed in counterparts. Each shall be deemed an original, but together shall constitute one and the same instrument. IN WITNESS WHEREOF, duly authorized representatives of the parties hereto, each after having had the opportunity to discuss this Agreement with their respective legal advisors, have executed this Agreement. JUST BIOFIBER STRUCTURAL SOLUTIONS CORP. Sign: _______________________________ Name: _______________________________ Title: _______________________________ Recipient Name ______________________________________ Sign: _______________________________ Name: _______________________________

Agreement shall not grant Receiving Party any right to Confidential Information.

Entailment

NON-DISCLOSURE AGREEMENT This Agreement is made effective as of the ____ day of ___________, 20__, by and between: JUST BIOFIBER STRUCTURAL SOLUTIONS CORP., an Alberta Corporation, with offices in Calgary, Alberta ("JUST BIOFIBER"); And _______________________________________________________________, having an office in ________________________________________________________________________ ("RECIPIENT"), hereinafter collectively referred to as the “Parties” and severally as the “Party”. WHEREAS both Parties (acting as the Receiving Party) desire to receive and the both Parties (acting as the Disclosing Party) are prepared to supply certain Confidential Information (defined below) on the terms and conditions set out herein and solely for the purpose of aiding the other Party in evaluating whether the Parties wish to enter into a commercial relationship with each other (the "Purpose"); AND WHEREAS each Party has, in part, acquired the Confidential Information through the expenditure of time, effort and money and wish to protect the Confidential Information as the use or disclosure of the Confidential Information by or to anyone, but particularly to the general public or a competitor of Disclosing Party, could be highly detrimental to, and not in the best interests of, such Party; NOW THEREFORE in consideration of the premises, the mutual promises herein, and other good and valuable consideration, the Parties hereto agree as follows: 1. For the purposes of this Agreement, "Confidential Information" shall mean any and all information provided by, or on behalf of, the Disclosing Party to the Receiving Party prior to or following the execution of this Agreement and in any way relating to the Purpose (including, without limitation, any and all intellectual property, business secrets, business information, business plans, financial and pricing information, business practices, financial statements and reports, project specifications, projections, schematics and drawings, trade secrets, processes, materials, customer lists, supplier lists, sales volume, territories, markets, current, future or potential acquisitions, technical, production, operational, marketing or sales information disclosed hereunder) provided in connection therewith, regardless of form or format, provided however that Confidential Information shall not include information which the Receiving Party can establish through written records: (a) is, at the time of disclosure, readily available to the trade or the public through no fault of the Receiving Party, provided however that that where any part of such information is readily available to the trade or the public but a compilation of information which includes such part is not so available then such compilation shall be treated as Confidential Information hereunder; or (b) was rightfully in its possession prior to the disclosure of such Confidential Information to the Receiving Party by, or on behalf of, the Disclosing Party. 2. The Receiving Party shall use the Confidential Information solely for the Purpose and shall not use the Confidential Information in any manner except as reasonably required for the Purpose. Nothing in this Agreement obligates the Disclosing Party to make any particular disclosure of Confidential Information. This Agreement shall apply to all Confidential Information regardless of its form or medium, whether conveyed orally, visually, electronically or in writing, and whether or not it is designated as "confidential". 3. The Receiving Party shall protect the Disclosing Party’s interest in the Confidential Information and shall keep the Confidential Information confidential. The Receiving Party shall not disclose, allow access to, transmit or transfer the Confidential Information to any third party without the Disclosing Party’s prior written consent, provided however that the Receiving Party may disclose the Confidential Information to those of its directors, officers and employees ("Representatives") who have a need to know the Confidential Information for the Purpose provided that the Receiving Party shall ensure that such Representatives treat the Confidential Information as confidential and at all times in a manner consistent with this Agreement and the Receiving Party shall be liable for any loss or damage resulting from any Representative failing to do so. 4. The Receiving Party shall notify the Disclosing Party promptly of any unauthorized use or possession of the Confidential Information that comes to the Receiving Party’s attention. 5. In the event that the Receiving Party is required to disclose Confidential Information pursuant to any applicable law or an order from a court of competent jurisdiction, the Receiving Party shall only disclose such portion of the Confidential Information that it is legally required to disclose, and shall use all reasonable efforts to obtain confidential treatment for any Confidential Information so disclosed. The Receiving Party shall promptly notify the Disclosing Party of the required disclosure and any relevant information in respect thereto so that the Disclosing Party may take appropriate steps to protect such Confidential Information from such disclosure. 6. The Confidential Information shall not be copied or reproduced in any form or stored in a retrieval system or database by the Receiving Party without the prior consent of the Disclosing Party except for such copies and storage as may reasonably be required internally by the Receiving Party for the Purpose. All copies of the Confidential Information shall contain the same proprietary notices which may appear on the original. 7. The Receiving Party shall upon request immediately return to the Disclosing Party or destroy, as directed by the Disclosing Party, the Confidential Information and all copies thereof in any form whatsoever under the power or control of the Receiving Party or its Representatives and immediately destroy all compilations, analysis or derivative work relating to the Confidential Information. Where the Receiving Party satisfies its obligation to return or destroy the embodiments of the Confidential Information by destroying such embodiments, the Receiving Party will deliver to the Disclosing Party a certificate signed by an officer of the Receiving Party certifying such destruction of such embodiments. 8. All right, title and interest in and to the Confidential Information, including, without limitation, all patent rights, trade secret and confidential information rights, copyrights and other intellectual property, industrial, proprietary and other rights of any kind or nature, shall remain the exclusive property of the Disclosing Party, and the Confidential Information shall be held in trust and confidence by the Receiving Party for the Disclosing Party. The Disclosing Party shall retain title to all tangible media on which Confidential Information resides, including documentation, discs, and all copies thereof. No interest, license or any other right in, or to, the Confidential Information, other than expressly set out herein, is granted to the Receiving Party under this Agreement by implication or otherwise. Although the Confidential Information is obtained from sources believed to be reliable, the Confidential Information is provided hereunder on a strictly "as is", "where is", "with all faults" basis, and without warranties, conditions or representations of any kind, express or implied, and this Agreement, and the provision of Confidential Information, shall not constitute any representation, warranty or guarantee to the Receiving Party by the Disclosing Party whatsoever, including without limitation any representation, warranty or guarantee with respect to the Confidential Information infringing, violating, misappropriating or otherwise interfering with any rights of third parties. The Disclosing Party shall not be held liable for any errors or omissions in the Confidential Information or the use, or the results of the use of, the Confidential Information. The Disclosing Party shall have no responsibility for updating or correcting any Confidential Information provided hereunder. 9. The Receiving Party understands and agrees that the Confidential Information is information of a confidential nature of the Disclosing Party, is consistently treated as such by the Disclosing Party and that the public release of this information shall cause irreparable damage to the Disclosing Party. The Confidential Information is being disclosed by the Disclosing Party in specific reliance on the commitments and representations of the Receiving Party in this Agreement. It is accordingly agreed that the Disclosing Party shall be entitled to injunctive relief to prevent breaches of this Agreement and to specifically enforce the terms and provisions hereof, in addition to any other remedy to which the Disclosing Party may be entitled at law or in equity. 10. This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and restates and super cedes any prior understandings and agreements between the parties hereto with respect thereto. No failure or delay by either party in exercising any right under this Agreement shall operate as a waiver thereof or preclude any other or further exercise of such right or the exercise of any other right under this Agreement. 11. This Agreement shall be binding during the Purpose and shall remain in effect for a period or 2 years after the Purpose is completed. 12. This Agreement shall be governed by and construed in accordance with the laws of the Province of Alberta and the federal laws of Canada applicable therein, without reference to conflicts of law principles. No Party may assign this Agreement. 13. If any provision of this Agreement is declared invalid, illegal or unenforceable by a court of competent jurisdiction such provision shall be severed from the Agreement and all other provisions of the Agreement shall remain in full force and effect. 14. This Agreement may be executed in counterparts. Each shall be deemed an original, but together shall constitute one and the same instrument. IN WITNESS WHEREOF, duly authorized representatives of the parties hereto, each after having had the opportunity to discuss this Agreement with their respective legal advisors, have executed this Agreement. JUST BIOFIBER STRUCTURAL SOLUTIONS CORP. Sign: _______________________________ Name: _______________________________ Title: _______________________________ Recipient Name ______________________________________ Sign: _______________________________ Name: _______________________________

Receiving Party shall not disclose the fact that Agreement was agreed or negotiated.

NotMentioned

NON-DISCLOSURE AGREEMENT This Agreement is made effective as of the ____ day of ___________, 20__, by and between: JUST BIOFIBER STRUCTURAL SOLUTIONS CORP., an Alberta Corporation, with offices in Calgary, Alberta ("JUST BIOFIBER"); And _______________________________________________________________, having an office in ________________________________________________________________________ ("RECIPIENT"), hereinafter collectively referred to as the “Parties” and severally as the “Party”. WHEREAS both Parties (acting as the Receiving Party) desire to receive and the both Parties (acting as the Disclosing Party) are prepared to supply certain Confidential Information (defined below) on the terms and conditions set out herein and solely for the purpose of aiding the other Party in evaluating whether the Parties wish to enter into a commercial relationship with each other (the "Purpose"); AND WHEREAS each Party has, in part, acquired the Confidential Information through the expenditure of time, effort and money and wish to protect the Confidential Information as the use or disclosure of the Confidential Information by or to anyone, but particularly to the general public or a competitor of Disclosing Party, could be highly detrimental to, and not in the best interests of, such Party; NOW THEREFORE in consideration of the premises, the mutual promises herein, and other good and valuable consideration, the Parties hereto agree as follows: 1. For the purposes of this Agreement, "Confidential Information" shall mean any and all information provided by, or on behalf of, the Disclosing Party to the Receiving Party prior to or following the execution of this Agreement and in any way relating to the Purpose (including, without limitation, any and all intellectual property, business secrets, business information, business plans, financial and pricing information, business practices, financial statements and reports, project specifications, projections, schematics and drawings, trade secrets, processes, materials, customer lists, supplier lists, sales volume, territories, markets, current, future or potential acquisitions, technical, production, operational, marketing or sales information disclosed hereunder) provided in connection therewith, regardless of form or format, provided however that Confidential Information shall not include information which the Receiving Party can establish through written records: (a) is, at the time of disclosure, readily available to the trade or the public through no fault of the Receiving Party, provided however that that where any part of such information is readily available to the trade or the public but a compilation of information which includes such part is not so available then such compilation shall be treated as Confidential Information hereunder; or (b) was rightfully in its possession prior to the disclosure of such Confidential Information to the Receiving Party by, or on behalf of, the Disclosing Party. 2. The Receiving Party shall use the Confidential Information solely for the Purpose and shall not use the Confidential Information in any manner except as reasonably required for the Purpose. Nothing in this Agreement obligates the Disclosing Party to make any particular disclosure of Confidential Information. This Agreement shall apply to all Confidential Information regardless of its form or medium, whether conveyed orally, visually, electronically or in writing, and whether or not it is designated as "confidential". 3. The Receiving Party shall protect the Disclosing Party’s interest in the Confidential Information and shall keep the Confidential Information confidential. The Receiving Party shall not disclose, allow access to, transmit or transfer the Confidential Information to any third party without the Disclosing Party’s prior written consent, provided however that the Receiving Party may disclose the Confidential Information to those of its directors, officers and employees ("Representatives") who have a need to know the Confidential Information for the Purpose provided that the Receiving Party shall ensure that such Representatives treat the Confidential Information as confidential and at all times in a manner consistent with this Agreement and the Receiving Party shall be liable for any loss or damage resulting from any Representative failing to do so. 4. The Receiving Party shall notify the Disclosing Party promptly of any unauthorized use or possession of the Confidential Information that comes to the Receiving Party’s attention. 5. In the event that the Receiving Party is required to disclose Confidential Information pursuant to any applicable law or an order from a court of competent jurisdiction, the Receiving Party shall only disclose such portion of the Confidential Information that it is legally required to disclose, and shall use all reasonable efforts to obtain confidential treatment for any Confidential Information so disclosed. The Receiving Party shall promptly notify the Disclosing Party of the required disclosure and any relevant information in respect thereto so that the Disclosing Party may take appropriate steps to protect such Confidential Information from such disclosure. 6. The Confidential Information shall not be copied or reproduced in any form or stored in a retrieval system or database by the Receiving Party without the prior consent of the Disclosing Party except for such copies and storage as may reasonably be required internally by the Receiving Party for the Purpose. All copies of the Confidential Information shall contain the same proprietary notices which may appear on the original. 7. The Receiving Party shall upon request immediately return to the Disclosing Party or destroy, as directed by the Disclosing Party, the Confidential Information and all copies thereof in any form whatsoever under the power or control of the Receiving Party or its Representatives and immediately destroy all compilations, analysis or derivative work relating to the Confidential Information. Where the Receiving Party satisfies its obligation to return or destroy the embodiments of the Confidential Information by destroying such embodiments, the Receiving Party will deliver to the Disclosing Party a certificate signed by an officer of the Receiving Party certifying such destruction of such embodiments. 8. All right, title and interest in and to the Confidential Information, including, without limitation, all patent rights, trade secret and confidential information rights, copyrights and other intellectual property, industrial, proprietary and other rights of any kind or nature, shall remain the exclusive property of the Disclosing Party, and the Confidential Information shall be held in trust and confidence by the Receiving Party for the Disclosing Party. The Disclosing Party shall retain title to all tangible media on which Confidential Information resides, including documentation, discs, and all copies thereof. No interest, license or any other right in, or to, the Confidential Information, other than expressly set out herein, is granted to the Receiving Party under this Agreement by implication or otherwise. Although the Confidential Information is obtained from sources believed to be reliable, the Confidential Information is provided hereunder on a strictly "as is", "where is", "with all faults" basis, and without warranties, conditions or representations of any kind, express or implied, and this Agreement, and the provision of Confidential Information, shall not constitute any representation, warranty or guarantee to the Receiving Party by the Disclosing Party whatsoever, including without limitation any representation, warranty or guarantee with respect to the Confidential Information infringing, violating, misappropriating or otherwise interfering with any rights of third parties. The Disclosing Party shall not be held liable for any errors or omissions in the Confidential Information or the use, or the results of the use of, the Confidential Information. The Disclosing Party shall have no responsibility for updating or correcting any Confidential Information provided hereunder. 9. The Receiving Party understands and agrees that the Confidential Information is information of a confidential nature of the Disclosing Party, is consistently treated as such by the Disclosing Party and that the public release of this information shall cause irreparable damage to the Disclosing Party. The Confidential Information is being disclosed by the Disclosing Party in specific reliance on the commitments and representations of the Receiving Party in this Agreement. It is accordingly agreed that the Disclosing Party shall be entitled to injunctive relief to prevent breaches of this Agreement and to specifically enforce the terms and provisions hereof, in addition to any other remedy to which the Disclosing Party may be entitled at law or in equity. 10. This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and restates and super cedes any prior understandings and agreements between the parties hereto with respect thereto. No failure or delay by either party in exercising any right under this Agreement shall operate as a waiver thereof or preclude any other or further exercise of such right or the exercise of any other right under this Agreement. 11. This Agreement shall be binding during the Purpose and shall remain in effect for a period or 2 years after the Purpose is completed. 12. This Agreement shall be governed by and construed in accordance with the laws of the Province of Alberta and the federal laws of Canada applicable therein, without reference to conflicts of law principles. No Party may assign this Agreement. 13. If any provision of this Agreement is declared invalid, illegal or unenforceable by a court of competent jurisdiction such provision shall be severed from the Agreement and all other provisions of the Agreement shall remain in full force and effect. 14. This Agreement may be executed in counterparts. Each shall be deemed an original, but together shall constitute one and the same instrument. IN WITNESS WHEREOF, duly authorized representatives of the parties hereto, each after having had the opportunity to discuss this Agreement with their respective legal advisors, have executed this Agreement. JUST BIOFIBER STRUCTURAL SOLUTIONS CORP. Sign: _______________________________ Name: _______________________________ Title: _______________________________ Recipient Name ______________________________________ Sign: _______________________________ Name: _______________________________

Confidential Information shall only include technical information.

Contradiction

NON-DISCLOSURE AGREEMENT This Agreement is made effective as of the ____ day of ___________, 20__, by and between: JUST BIOFIBER STRUCTURAL SOLUTIONS CORP., an Alberta Corporation, with offices in Calgary, Alberta ("JUST BIOFIBER"); And _______________________________________________________________, having an office in ________________________________________________________________________ ("RECIPIENT"), hereinafter collectively referred to as the “Parties” and severally as the “Party”. WHEREAS both Parties (acting as the Receiving Party) desire to receive and the both Parties (acting as the Disclosing Party) are prepared to supply certain Confidential Information (defined below) on the terms and conditions set out herein and solely for the purpose of aiding the other Party in evaluating whether the Parties wish to enter into a commercial relationship with each other (the "Purpose"); AND WHEREAS each Party has, in part, acquired the Confidential Information through the expenditure of time, effort and money and wish to protect the Confidential Information as the use or disclosure of the Confidential Information by or to anyone, but particularly to the general public or a competitor of Disclosing Party, could be highly detrimental to, and not in the best interests of, such Party; NOW THEREFORE in consideration of the premises, the mutual promises herein, and other good and valuable consideration, the Parties hereto agree as follows: 1. For the purposes of this Agreement, "Confidential Information" shall mean any and all information provided by, or on behalf of, the Disclosing Party to the Receiving Party prior to or following the execution of this Agreement and in any way relating to the Purpose (including, without limitation, any and all intellectual property, business secrets, business information, business plans, financial and pricing information, business practices, financial statements and reports, project specifications, projections, schematics and drawings, trade secrets, processes, materials, customer lists, supplier lists, sales volume, territories, markets, current, future or potential acquisitions, technical, production, operational, marketing or sales information disclosed hereunder) provided in connection therewith, regardless of form or format, provided however that Confidential Information shall not include information which the Receiving Party can establish through written records: (a) is, at the time of disclosure, readily available to the trade or the public through no fault of the Receiving Party, provided however that that where any part of such information is readily available to the trade or the public but a compilation of information which includes such part is not so available then such compilation shall be treated as Confidential Information hereunder; or (b) was rightfully in its possession prior to the disclosure of such Confidential Information to the Receiving Party by, or on behalf of, the Disclosing Party. 2. The Receiving Party shall use the Confidential Information solely for the Purpose and shall not use the Confidential Information in any manner except as reasonably required for the Purpose. Nothing in this Agreement obligates the Disclosing Party to make any particular disclosure of Confidential Information. This Agreement shall apply to all Confidential Information regardless of its form or medium, whether conveyed orally, visually, electronically or in writing, and whether or not it is designated as "confidential". 3. The Receiving Party shall protect the Disclosing Party’s interest in the Confidential Information and shall keep the Confidential Information confidential. The Receiving Party shall not disclose, allow access to, transmit or transfer the Confidential Information to any third party without the Disclosing Party’s prior written consent, provided however that the Receiving Party may disclose the Confidential Information to those of its directors, officers and employees ("Representatives") who have a need to know the Confidential Information for the Purpose provided that the Receiving Party shall ensure that such Representatives treat the Confidential Information as confidential and at all times in a manner consistent with this Agreement and the Receiving Party shall be liable for any loss or damage resulting from any Representative failing to do so. 4. The Receiving Party shall notify the Disclosing Party promptly of any unauthorized use or possession of the Confidential Information that comes to the Receiving Party’s attention. 5. In the event that the Receiving Party is required to disclose Confidential Information pursuant to any applicable law or an order from a court of competent jurisdiction, the Receiving Party shall only disclose such portion of the Confidential Information that it is legally required to disclose, and shall use all reasonable efforts to obtain confidential treatment for any Confidential Information so disclosed. The Receiving Party shall promptly notify the Disclosing Party of the required disclosure and any relevant information in respect thereto so that the Disclosing Party may take appropriate steps to protect such Confidential Information from such disclosure. 6. The Confidential Information shall not be copied or reproduced in any form or stored in a retrieval system or database by the Receiving Party without the prior consent of the Disclosing Party except for such copies and storage as may reasonably be required internally by the Receiving Party for the Purpose. All copies of the Confidential Information shall contain the same proprietary notices which may appear on the original. 7. The Receiving Party shall upon request immediately return to the Disclosing Party or destroy, as directed by the Disclosing Party, the Confidential Information and all copies thereof in any form whatsoever under the power or control of the Receiving Party or its Representatives and immediately destroy all compilations, analysis or derivative work relating to the Confidential Information. Where the Receiving Party satisfies its obligation to return or destroy the embodiments of the Confidential Information by destroying such embodiments, the Receiving Party will deliver to the Disclosing Party a certificate signed by an officer of the Receiving Party certifying such destruction of such embodiments. 8. All right, title and interest in and to the Confidential Information, including, without limitation, all patent rights, trade secret and confidential information rights, copyrights and other intellectual property, industrial, proprietary and other rights of any kind or nature, shall remain the exclusive property of the Disclosing Party, and the Confidential Information shall be held in trust and confidence by the Receiving Party for the Disclosing Party. The Disclosing Party shall retain title to all tangible media on which Confidential Information resides, including documentation, discs, and all copies thereof. No interest, license or any other right in, or to, the Confidential Information, other than expressly set out herein, is granted to the Receiving Party under this Agreement by implication or otherwise. Although the Confidential Information is obtained from sources believed to be reliable, the Confidential Information is provided hereunder on a strictly "as is", "where is", "with all faults" basis, and without warranties, conditions or representations of any kind, express or implied, and this Agreement, and the provision of Confidential Information, shall not constitute any representation, warranty or guarantee to the Receiving Party by the Disclosing Party whatsoever, including without limitation any representation, warranty or guarantee with respect to the Confidential Information infringing, violating, misappropriating or otherwise interfering with any rights of third parties. The Disclosing Party shall not be held liable for any errors or omissions in the Confidential Information or the use, or the results of the use of, the Confidential Information. The Disclosing Party shall have no responsibility for updating or correcting any Confidential Information provided hereunder. 9. The Receiving Party understands and agrees that the Confidential Information is information of a confidential nature of the Disclosing Party, is consistently treated as such by the Disclosing Party and that the public release of this information shall cause irreparable damage to the Disclosing Party. The Confidential Information is being disclosed by the Disclosing Party in specific reliance on the commitments and representations of the Receiving Party in this Agreement. It is accordingly agreed that the Disclosing Party shall be entitled to injunctive relief to prevent breaches of this Agreement and to specifically enforce the terms and provisions hereof, in addition to any other remedy to which the Disclosing Party may be entitled at law or in equity. 10. This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and restates and super cedes any prior understandings and agreements between the parties hereto with respect thereto. No failure or delay by either party in exercising any right under this Agreement shall operate as a waiver thereof or preclude any other or further exercise of such right or the exercise of any other right under this Agreement. 11. This Agreement shall be binding during the Purpose and shall remain in effect for a period or 2 years after the Purpose is completed. 12. This Agreement shall be governed by and construed in accordance with the laws of the Province of Alberta and the federal laws of Canada applicable therein, without reference to conflicts of law principles. No Party may assign this Agreement. 13. If any provision of this Agreement is declared invalid, illegal or unenforceable by a court of competent jurisdiction such provision shall be severed from the Agreement and all other provisions of the Agreement shall remain in full force and effect. 14. This Agreement may be executed in counterparts. Each shall be deemed an original, but together shall constitute one and the same instrument. IN WITNESS WHEREOF, duly authorized representatives of the parties hereto, each after having had the opportunity to discuss this Agreement with their respective legal advisors, have executed this Agreement. JUST BIOFIBER STRUCTURAL SOLUTIONS CORP. Sign: _______________________________ Name: _______________________________ Title: _______________________________ Recipient Name ______________________________________ Sign: _______________________________ Name: _______________________________

All Confidential Information shall be expressly identified by the Disclosing Party.

Contradiction

NON-DISCLOSURE AGREEMENT This Agreement is made effective as of the ____ day of ___________, 20__, by and between: JUST BIOFIBER STRUCTURAL SOLUTIONS CORP., an Alberta Corporation, with offices in Calgary, Alberta ("JUST BIOFIBER"); And _______________________________________________________________, having an office in ________________________________________________________________________ ("RECIPIENT"), hereinafter collectively referred to as the “Parties” and severally as the “Party”. WHEREAS both Parties (acting as the Receiving Party) desire to receive and the both Parties (acting as the Disclosing Party) are prepared to supply certain Confidential Information (defined below) on the terms and conditions set out herein and solely for the purpose of aiding the other Party in evaluating whether the Parties wish to enter into a commercial relationship with each other (the "Purpose"); AND WHEREAS each Party has, in part, acquired the Confidential Information through the expenditure of time, effort and money and wish to protect the Confidential Information as the use or disclosure of the Confidential Information by or to anyone, but particularly to the general public or a competitor of Disclosing Party, could be highly detrimental to, and not in the best interests of, such Party; NOW THEREFORE in consideration of the premises, the mutual promises herein, and other good and valuable consideration, the Parties hereto agree as follows: 1. For the purposes of this Agreement, "Confidential Information" shall mean any and all information provided by, or on behalf of, the Disclosing Party to the Receiving Party prior to or following the execution of this Agreement and in any way relating to the Purpose (including, without limitation, any and all intellectual property, business secrets, business information, business plans, financial and pricing information, business practices, financial statements and reports, project specifications, projections, schematics and drawings, trade secrets, processes, materials, customer lists, supplier lists, sales volume, territories, markets, current, future or potential acquisitions, technical, production, operational, marketing or sales information disclosed hereunder) provided in connection therewith, regardless of form or format, provided however that Confidential Information shall not include information which the Receiving Party can establish through written records: (a) is, at the time of disclosure, readily available to the trade or the public through no fault of the Receiving Party, provided however that that where any part of such information is readily available to the trade or the public but a compilation of information which includes such part is not so available then such compilation shall be treated as Confidential Information hereunder; or (b) was rightfully in its possession prior to the disclosure of such Confidential Information to the Receiving Party by, or on behalf of, the Disclosing Party. 2. The Receiving Party shall use the Confidential Information solely for the Purpose and shall not use the Confidential Information in any manner except as reasonably required for the Purpose. Nothing in this Agreement obligates the Disclosing Party to make any particular disclosure of Confidential Information. This Agreement shall apply to all Confidential Information regardless of its form or medium, whether conveyed orally, visually, electronically or in writing, and whether or not it is designated as "confidential". 3. The Receiving Party shall protect the Disclosing Party’s interest in the Confidential Information and shall keep the Confidential Information confidential. The Receiving Party shall not disclose, allow access to, transmit or transfer the Confidential Information to any third party without the Disclosing Party’s prior written consent, provided however that the Receiving Party may disclose the Confidential Information to those of its directors, officers and employees ("Representatives") who have a need to know the Confidential Information for the Purpose provided that the Receiving Party shall ensure that such Representatives treat the Confidential Information as confidential and at all times in a manner consistent with this Agreement and the Receiving Party shall be liable for any loss or damage resulting from any Representative failing to do so. 4. The Receiving Party shall notify the Disclosing Party promptly of any unauthorized use or possession of the Confidential Information that comes to the Receiving Party’s attention. 5. In the event that the Receiving Party is required to disclose Confidential Information pursuant to any applicable law or an order from a court of competent jurisdiction, the Receiving Party shall only disclose such portion of the Confidential Information that it is legally required to disclose, and shall use all reasonable efforts to obtain confidential treatment for any Confidential Information so disclosed. The Receiving Party shall promptly notify the Disclosing Party of the required disclosure and any relevant information in respect thereto so that the Disclosing Party may take appropriate steps to protect such Confidential Information from such disclosure. 6. The Confidential Information shall not be copied or reproduced in any form or stored in a retrieval system or database by the Receiving Party without the prior consent of the Disclosing Party except for such copies and storage as may reasonably be required internally by the Receiving Party for the Purpose. All copies of the Confidential Information shall contain the same proprietary notices which may appear on the original. 7. The Receiving Party shall upon request immediately return to the Disclosing Party or destroy, as directed by the Disclosing Party, the Confidential Information and all copies thereof in any form whatsoever under the power or control of the Receiving Party or its Representatives and immediately destroy all compilations, analysis or derivative work relating to the Confidential Information. Where the Receiving Party satisfies its obligation to return or destroy the embodiments of the Confidential Information by destroying such embodiments, the Receiving Party will deliver to the Disclosing Party a certificate signed by an officer of the Receiving Party certifying such destruction of such embodiments. 8. All right, title and interest in and to the Confidential Information, including, without limitation, all patent rights, trade secret and confidential information rights, copyrights and other intellectual property, industrial, proprietary and other rights of any kind or nature, shall remain the exclusive property of the Disclosing Party, and the Confidential Information shall be held in trust and confidence by the Receiving Party for the Disclosing Party. The Disclosing Party shall retain title to all tangible media on which Confidential Information resides, including documentation, discs, and all copies thereof. No interest, license or any other right in, or to, the Confidential Information, other than expressly set out herein, is granted to the Receiving Party under this Agreement by implication or otherwise. Although the Confidential Information is obtained from sources believed to be reliable, the Confidential Information is provided hereunder on a strictly "as is", "where is", "with all faults" basis, and without warranties, conditions or representations of any kind, express or implied, and this Agreement, and the provision of Confidential Information, shall not constitute any representation, warranty or guarantee to the Receiving Party by the Disclosing Party whatsoever, including without limitation any representation, warranty or guarantee with respect to the Confidential Information infringing, violating, misappropriating or otherwise interfering with any rights of third parties. The Disclosing Party shall not be held liable for any errors or omissions in the Confidential Information or the use, or the results of the use of, the Confidential Information. The Disclosing Party shall have no responsibility for updating or correcting any Confidential Information provided hereunder. 9. The Receiving Party understands and agrees that the Confidential Information is information of a confidential nature of the Disclosing Party, is consistently treated as such by the Disclosing Party and that the public release of this information shall cause irreparable damage to the Disclosing Party. The Confidential Information is being disclosed by the Disclosing Party in specific reliance on the commitments and representations of the Receiving Party in this Agreement. It is accordingly agreed that the Disclosing Party shall be entitled to injunctive relief to prevent breaches of this Agreement and to specifically enforce the terms and provisions hereof, in addition to any other remedy to which the Disclosing Party may be entitled at law or in equity. 10. This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and restates and super cedes any prior understandings and agreements between the parties hereto with respect thereto. No failure or delay by either party in exercising any right under this Agreement shall operate as a waiver thereof or preclude any other or further exercise of such right or the exercise of any other right under this Agreement. 11. This Agreement shall be binding during the Purpose and shall remain in effect for a period or 2 years after the Purpose is completed. 12. This Agreement shall be governed by and construed in accordance with the laws of the Province of Alberta and the federal laws of Canada applicable therein, without reference to conflicts of law principles. No Party may assign this Agreement. 13. If any provision of this Agreement is declared invalid, illegal or unenforceable by a court of competent jurisdiction such provision shall be severed from the Agreement and all other provisions of the Agreement shall remain in full force and effect. 14. This Agreement may be executed in counterparts. Each shall be deemed an original, but together shall constitute one and the same instrument. IN WITNESS WHEREOF, duly authorized representatives of the parties hereto, each after having had the opportunity to discuss this Agreement with their respective legal advisors, have executed this Agreement. JUST BIOFIBER STRUCTURAL SOLUTIONS CORP. Sign: _______________________________ Name: _______________________________ Title: _______________________________ Recipient Name ______________________________________ Sign: _______________________________ Name: _______________________________

Some obligations of Agreement may survive termination of Agreement.

Entailment

NON-DISCLOSURE AGREEMENT This Agreement is made effective as of the ____ day of ___________, 20__, by and between: JUST BIOFIBER STRUCTURAL SOLUTIONS CORP., an Alberta Corporation, with offices in Calgary, Alberta ("JUST BIOFIBER"); And _______________________________________________________________, having an office in ________________________________________________________________________ ("RECIPIENT"), hereinafter collectively referred to as the “Parties” and severally as the “Party”. WHEREAS both Parties (acting as the Receiving Party) desire to receive and the both Parties (acting as the Disclosing Party) are prepared to supply certain Confidential Information (defined below) on the terms and conditions set out herein and solely for the purpose of aiding the other Party in evaluating whether the Parties wish to enter into a commercial relationship with each other (the "Purpose"); AND WHEREAS each Party has, in part, acquired the Confidential Information through the expenditure of time, effort and money and wish to protect the Confidential Information as the use or disclosure of the Confidential Information by or to anyone, but particularly to the general public or a competitor of Disclosing Party, could be highly detrimental to, and not in the best interests of, such Party; NOW THEREFORE in consideration of the premises, the mutual promises herein, and other good and valuable consideration, the Parties hereto agree as follows: 1. For the purposes of this Agreement, "Confidential Information" shall mean any and all information provided by, or on behalf of, the Disclosing Party to the Receiving Party prior to or following the execution of this Agreement and in any way relating to the Purpose (including, without limitation, any and all intellectual property, business secrets, business information, business plans, financial and pricing information, business practices, financial statements and reports, project specifications, projections, schematics and drawings, trade secrets, processes, materials, customer lists, supplier lists, sales volume, territories, markets, current, future or potential acquisitions, technical, production, operational, marketing or sales information disclosed hereunder) provided in connection therewith, regardless of form or format, provided however that Confidential Information shall not include information which the Receiving Party can establish through written records: (a) is, at the time of disclosure, readily available to the trade or the public through no fault of the Receiving Party, provided however that that where any part of such information is readily available to the trade or the public but a compilation of information which includes such part is not so available then such compilation shall be treated as Confidential Information hereunder; or (b) was rightfully in its possession prior to the disclosure of such Confidential Information to the Receiving Party by, or on behalf of, the Disclosing Party. 2. The Receiving Party shall use the Confidential Information solely for the Purpose and shall not use the Confidential Information in any manner except as reasonably required for the Purpose. Nothing in this Agreement obligates the Disclosing Party to make any particular disclosure of Confidential Information. This Agreement shall apply to all Confidential Information regardless of its form or medium, whether conveyed orally, visually, electronically or in writing, and whether or not it is designated as "confidential". 3. The Receiving Party shall protect the Disclosing Party’s interest in the Confidential Information and shall keep the Confidential Information confidential. The Receiving Party shall not disclose, allow access to, transmit or transfer the Confidential Information to any third party without the Disclosing Party’s prior written consent, provided however that the Receiving Party may disclose the Confidential Information to those of its directors, officers and employees ("Representatives") who have a need to know the Confidential Information for the Purpose provided that the Receiving Party shall ensure that such Representatives treat the Confidential Information as confidential and at all times in a manner consistent with this Agreement and the Receiving Party shall be liable for any loss or damage resulting from any Representative failing to do so. 4. The Receiving Party shall notify the Disclosing Party promptly of any unauthorized use or possession of the Confidential Information that comes to the Receiving Party’s attention. 5. In the event that the Receiving Party is required to disclose Confidential Information pursuant to any applicable law or an order from a court of competent jurisdiction, the Receiving Party shall only disclose such portion of the Confidential Information that it is legally required to disclose, and shall use all reasonable efforts to obtain confidential treatment for any Confidential Information so disclosed. The Receiving Party shall promptly notify the Disclosing Party of the required disclosure and any relevant information in respect thereto so that the Disclosing Party may take appropriate steps to protect such Confidential Information from such disclosure. 6. The Confidential Information shall not be copied or reproduced in any form or stored in a retrieval system or database by the Receiving Party without the prior consent of the Disclosing Party except for such copies and storage as may reasonably be required internally by the Receiving Party for the Purpose. All copies of the Confidential Information shall contain the same proprietary notices which may appear on the original. 7. The Receiving Party shall upon request immediately return to the Disclosing Party or destroy, as directed by the Disclosing Party, the Confidential Information and all copies thereof in any form whatsoever under the power or control of the Receiving Party or its Representatives and immediately destroy all compilations, analysis or derivative work relating to the Confidential Information. Where the Receiving Party satisfies its obligation to return or destroy the embodiments of the Confidential Information by destroying such embodiments, the Receiving Party will deliver to the Disclosing Party a certificate signed by an officer of the Receiving Party certifying such destruction of such embodiments. 8. All right, title and interest in and to the Confidential Information, including, without limitation, all patent rights, trade secret and confidential information rights, copyrights and other intellectual property, industrial, proprietary and other rights of any kind or nature, shall remain the exclusive property of the Disclosing Party, and the Confidential Information shall be held in trust and confidence by the Receiving Party for the Disclosing Party. The Disclosing Party shall retain title to all tangible media on which Confidential Information resides, including documentation, discs, and all copies thereof. No interest, license or any other right in, or to, the Confidential Information, other than expressly set out herein, is granted to the Receiving Party under this Agreement by implication or otherwise. Although the Confidential Information is obtained from sources believed to be reliable, the Confidential Information is provided hereunder on a strictly "as is", "where is", "with all faults" basis, and without warranties, conditions or representations of any kind, express or implied, and this Agreement, and the provision of Confidential Information, shall not constitute any representation, warranty or guarantee to the Receiving Party by the Disclosing Party whatsoever, including without limitation any representation, warranty or guarantee with respect to the Confidential Information infringing, violating, misappropriating or otherwise interfering with any rights of third parties. The Disclosing Party shall not be held liable for any errors or omissions in the Confidential Information or the use, or the results of the use of, the Confidential Information. The Disclosing Party shall have no responsibility for updating or correcting any Confidential Information provided hereunder. 9. The Receiving Party understands and agrees that the Confidential Information is information of a confidential nature of the Disclosing Party, is consistently treated as such by the Disclosing Party and that the public release of this information shall cause irreparable damage to the Disclosing Party. The Confidential Information is being disclosed by the Disclosing Party in specific reliance on the commitments and representations of the Receiving Party in this Agreement. It is accordingly agreed that the Disclosing Party shall be entitled to injunctive relief to prevent breaches of this Agreement and to specifically enforce the terms and provisions hereof, in addition to any other remedy to which the Disclosing Party may be entitled at law or in equity. 10. This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and restates and super cedes any prior understandings and agreements between the parties hereto with respect thereto. No failure or delay by either party in exercising any right under this Agreement shall operate as a waiver thereof or preclude any other or further exercise of such right or the exercise of any other right under this Agreement. 11. This Agreement shall be binding during the Purpose and shall remain in effect for a period or 2 years after the Purpose is completed. 12. This Agreement shall be governed by and construed in accordance with the laws of the Province of Alberta and the federal laws of Canada applicable therein, without reference to conflicts of law principles. No Party may assign this Agreement. 13. If any provision of this Agreement is declared invalid, illegal or unenforceable by a court of competent jurisdiction such provision shall be severed from the Agreement and all other provisions of the Agreement shall remain in full force and effect. 14. This Agreement may be executed in counterparts. Each shall be deemed an original, but together shall constitute one and the same instrument. IN WITNESS WHEREOF, duly authorized representatives of the parties hereto, each after having had the opportunity to discuss this Agreement with their respective legal advisors, have executed this Agreement. JUST BIOFIBER STRUCTURAL SOLUTIONS CORP. Sign: _______________________________ Name: _______________________________ Title: _______________________________ Recipient Name ______________________________________ Sign: _______________________________ Name: _______________________________

Receiving Party may independently develop information similar to Confidential Information.

NotMentioned

NON-DISCLOSURE AGREEMENT This Agreement is made effective as of the ____ day of ___________, 20__, by and between: JUST BIOFIBER STRUCTURAL SOLUTIONS CORP., an Alberta Corporation, with offices in Calgary, Alberta ("JUST BIOFIBER"); And _______________________________________________________________, having an office in ________________________________________________________________________ ("RECIPIENT"), hereinafter collectively referred to as the “Parties” and severally as the “Party”. WHEREAS both Parties (acting as the Receiving Party) desire to receive and the both Parties (acting as the Disclosing Party) are prepared to supply certain Confidential Information (defined below) on the terms and conditions set out herein and solely for the purpose of aiding the other Party in evaluating whether the Parties wish to enter into a commercial relationship with each other (the "Purpose"); AND WHEREAS each Party has, in part, acquired the Confidential Information through the expenditure of time, effort and money and wish to protect the Confidential Information as the use or disclosure of the Confidential Information by or to anyone, but particularly to the general public or a competitor of Disclosing Party, could be highly detrimental to, and not in the best interests of, such Party; NOW THEREFORE in consideration of the premises, the mutual promises herein, and other good and valuable consideration, the Parties hereto agree as follows: 1. For the purposes of this Agreement, "Confidential Information" shall mean any and all information provided by, or on behalf of, the Disclosing Party to the Receiving Party prior to or following the execution of this Agreement and in any way relating to the Purpose (including, without limitation, any and all intellectual property, business secrets, business information, business plans, financial and pricing information, business practices, financial statements and reports, project specifications, projections, schematics and drawings, trade secrets, processes, materials, customer lists, supplier lists, sales volume, territories, markets, current, future or potential acquisitions, technical, production, operational, marketing or sales information disclosed hereunder) provided in connection therewith, regardless of form or format, provided however that Confidential Information shall not include information which the Receiving Party can establish through written records: (a) is, at the time of disclosure, readily available to the trade or the public through no fault of the Receiving Party, provided however that that where any part of such information is readily available to the trade or the public but a compilation of information which includes such part is not so available then such compilation shall be treated as Confidential Information hereunder; or (b) was rightfully in its possession prior to the disclosure of such Confidential Information to the Receiving Party by, or on behalf of, the Disclosing Party. 2. The Receiving Party shall use the Confidential Information solely for the Purpose and shall not use the Confidential Information in any manner except as reasonably required for the Purpose. Nothing in this Agreement obligates the Disclosing Party to make any particular disclosure of Confidential Information. This Agreement shall apply to all Confidential Information regardless of its form or medium, whether conveyed orally, visually, electronically or in writing, and whether or not it is designated as "confidential". 3. The Receiving Party shall protect the Disclosing Party’s interest in the Confidential Information and shall keep the Confidential Information confidential. The Receiving Party shall not disclose, allow access to, transmit or transfer the Confidential Information to any third party without the Disclosing Party’s prior written consent, provided however that the Receiving Party may disclose the Confidential Information to those of its directors, officers and employees ("Representatives") who have a need to know the Confidential Information for the Purpose provided that the Receiving Party shall ensure that such Representatives treat the Confidential Information as confidential and at all times in a manner consistent with this Agreement and the Receiving Party shall be liable for any loss or damage resulting from any Representative failing to do so. 4. The Receiving Party shall notify the Disclosing Party promptly of any unauthorized use or possession of the Confidential Information that comes to the Receiving Party’s attention. 5. In the event that the Receiving Party is required to disclose Confidential Information pursuant to any applicable law or an order from a court of competent jurisdiction, the Receiving Party shall only disclose such portion of the Confidential Information that it is legally required to disclose, and shall use all reasonable efforts to obtain confidential treatment for any Confidential Information so disclosed. The Receiving Party shall promptly notify the Disclosing Party of the required disclosure and any relevant information in respect thereto so that the Disclosing Party may take appropriate steps to protect such Confidential Information from such disclosure. 6. The Confidential Information shall not be copied or reproduced in any form or stored in a retrieval system or database by the Receiving Party without the prior consent of the Disclosing Party except for such copies and storage as may reasonably be required internally by the Receiving Party for the Purpose. All copies of the Confidential Information shall contain the same proprietary notices which may appear on the original. 7. The Receiving Party shall upon request immediately return to the Disclosing Party or destroy, as directed by the Disclosing Party, the Confidential Information and all copies thereof in any form whatsoever under the power or control of the Receiving Party or its Representatives and immediately destroy all compilations, analysis or derivative work relating to the Confidential Information. Where the Receiving Party satisfies its obligation to return or destroy the embodiments of the Confidential Information by destroying such embodiments, the Receiving Party will deliver to the Disclosing Party a certificate signed by an officer of the Receiving Party certifying such destruction of such embodiments. 8. All right, title and interest in and to the Confidential Information, including, without limitation, all patent rights, trade secret and confidential information rights, copyrights and other intellectual property, industrial, proprietary and other rights of any kind or nature, shall remain the exclusive property of the Disclosing Party, and the Confidential Information shall be held in trust and confidence by the Receiving Party for the Disclosing Party. The Disclosing Party shall retain title to all tangible media on which Confidential Information resides, including documentation, discs, and all copies thereof. No interest, license or any other right in, or to, the Confidential Information, other than expressly set out herein, is granted to the Receiving Party under this Agreement by implication or otherwise. Although the Confidential Information is obtained from sources believed to be reliable, the Confidential Information is provided hereunder on a strictly "as is", "where is", "with all faults" basis, and without warranties, conditions or representations of any kind, express or implied, and this Agreement, and the provision of Confidential Information, shall not constitute any representation, warranty or guarantee to the Receiving Party by the Disclosing Party whatsoever, including without limitation any representation, warranty or guarantee with respect to the Confidential Information infringing, violating, misappropriating or otherwise interfering with any rights of third parties. The Disclosing Party shall not be held liable for any errors or omissions in the Confidential Information or the use, or the results of the use of, the Confidential Information. The Disclosing Party shall have no responsibility for updating or correcting any Confidential Information provided hereunder. 9. The Receiving Party understands and agrees that the Confidential Information is information of a confidential nature of the Disclosing Party, is consistently treated as such by the Disclosing Party and that the public release of this information shall cause irreparable damage to the Disclosing Party. The Confidential Information is being disclosed by the Disclosing Party in specific reliance on the commitments and representations of the Receiving Party in this Agreement. It is accordingly agreed that the Disclosing Party shall be entitled to injunctive relief to prevent breaches of this Agreement and to specifically enforce the terms and provisions hereof, in addition to any other remedy to which the Disclosing Party may be entitled at law or in equity. 10. This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and restates and super cedes any prior understandings and agreements between the parties hereto with respect thereto. No failure or delay by either party in exercising any right under this Agreement shall operate as a waiver thereof or preclude any other or further exercise of such right or the exercise of any other right under this Agreement. 11. This Agreement shall be binding during the Purpose and shall remain in effect for a period or 2 years after the Purpose is completed. 12. This Agreement shall be governed by and construed in accordance with the laws of the Province of Alberta and the federal laws of Canada applicable therein, without reference to conflicts of law principles. No Party may assign this Agreement. 13. If any provision of this Agreement is declared invalid, illegal or unenforceable by a court of competent jurisdiction such provision shall be severed from the Agreement and all other provisions of the Agreement shall remain in full force and effect. 14. This Agreement may be executed in counterparts. Each shall be deemed an original, but together shall constitute one and the same instrument. IN WITNESS WHEREOF, duly authorized representatives of the parties hereto, each after having had the opportunity to discuss this Agreement with their respective legal advisors, have executed this Agreement. JUST BIOFIBER STRUCTURAL SOLUTIONS CORP. Sign: _______________________________ Name: _______________________________ Title: _______________________________ Recipient Name ______________________________________ Sign: _______________________________ Name: _______________________________

Receiving Party may retain some Confidential Information even after the return or destruction of Confidential Information.

Contradiction

NON-DISCLOSURE AGREEMENT This Agreement is made effective as of the ____ day of ___________, 20__, by and between: JUST BIOFIBER STRUCTURAL SOLUTIONS CORP., an Alberta Corporation, with offices in Calgary, Alberta ("JUST BIOFIBER"); And _______________________________________________________________, having an office in ________________________________________________________________________ ("RECIPIENT"), hereinafter collectively referred to as the “Parties” and severally as the “Party”. WHEREAS both Parties (acting as the Receiving Party) desire to receive and the both Parties (acting as the Disclosing Party) are prepared to supply certain Confidential Information (defined below) on the terms and conditions set out herein and solely for the purpose of aiding the other Party in evaluating whether the Parties wish to enter into a commercial relationship with each other (the "Purpose"); AND WHEREAS each Party has, in part, acquired the Confidential Information through the expenditure of time, effort and money and wish to protect the Confidential Information as the use or disclosure of the Confidential Information by or to anyone, but particularly to the general public or a competitor of Disclosing Party, could be highly detrimental to, and not in the best interests of, such Party; NOW THEREFORE in consideration of the premises, the mutual promises herein, and other good and valuable consideration, the Parties hereto agree as follows: 1. For the purposes of this Agreement, "Confidential Information" shall mean any and all information provided by, or on behalf of, the Disclosing Party to the Receiving Party prior to or following the execution of this Agreement and in any way relating to the Purpose (including, without limitation, any and all intellectual property, business secrets, business information, business plans, financial and pricing information, business practices, financial statements and reports, project specifications, projections, schematics and drawings, trade secrets, processes, materials, customer lists, supplier lists, sales volume, territories, markets, current, future or potential acquisitions, technical, production, operational, marketing or sales information disclosed hereunder) provided in connection therewith, regardless of form or format, provided however that Confidential Information shall not include information which the Receiving Party can establish through written records: (a) is, at the time of disclosure, readily available to the trade or the public through no fault of the Receiving Party, provided however that that where any part of such information is readily available to the trade or the public but a compilation of information which includes such part is not so available then such compilation shall be treated as Confidential Information hereunder; or (b) was rightfully in its possession prior to the disclosure of such Confidential Information to the Receiving Party by, or on behalf of, the Disclosing Party. 2. The Receiving Party shall use the Confidential Information solely for the Purpose and shall not use the Confidential Information in any manner except as reasonably required for the Purpose. Nothing in this Agreement obligates the Disclosing Party to make any particular disclosure of Confidential Information. This Agreement shall apply to all Confidential Information regardless of its form or medium, whether conveyed orally, visually, electronically or in writing, and whether or not it is designated as "confidential". 3. The Receiving Party shall protect the Disclosing Party’s interest in the Confidential Information and shall keep the Confidential Information confidential. The Receiving Party shall not disclose, allow access to, transmit or transfer the Confidential Information to any third party without the Disclosing Party’s prior written consent, provided however that the Receiving Party may disclose the Confidential Information to those of its directors, officers and employees ("Representatives") who have a need to know the Confidential Information for the Purpose provided that the Receiving Party shall ensure that such Representatives treat the Confidential Information as confidential and at all times in a manner consistent with this Agreement and the Receiving Party shall be liable for any loss or damage resulting from any Representative failing to do so. 4. The Receiving Party shall notify the Disclosing Party promptly of any unauthorized use or possession of the Confidential Information that comes to the Receiving Party’s attention. 5. In the event that the Receiving Party is required to disclose Confidential Information pursuant to any applicable law or an order from a court of competent jurisdiction, the Receiving Party shall only disclose such portion of the Confidential Information that it is legally required to disclose, and shall use all reasonable efforts to obtain confidential treatment for any Confidential Information so disclosed. The Receiving Party shall promptly notify the Disclosing Party of the required disclosure and any relevant information in respect thereto so that the Disclosing Party may take appropriate steps to protect such Confidential Information from such disclosure. 6. The Confidential Information shall not be copied or reproduced in any form or stored in a retrieval system or database by the Receiving Party without the prior consent of the Disclosing Party except for such copies and storage as may reasonably be required internally by the Receiving Party for the Purpose. All copies of the Confidential Information shall contain the same proprietary notices which may appear on the original. 7. The Receiving Party shall upon request immediately return to the Disclosing Party or destroy, as directed by the Disclosing Party, the Confidential Information and all copies thereof in any form whatsoever under the power or control of the Receiving Party or its Representatives and immediately destroy all compilations, analysis or derivative work relating to the Confidential Information. Where the Receiving Party satisfies its obligation to return or destroy the embodiments of the Confidential Information by destroying such embodiments, the Receiving Party will deliver to the Disclosing Party a certificate signed by an officer of the Receiving Party certifying such destruction of such embodiments. 8. All right, title and interest in and to the Confidential Information, including, without limitation, all patent rights, trade secret and confidential information rights, copyrights and other intellectual property, industrial, proprietary and other rights of any kind or nature, shall remain the exclusive property of the Disclosing Party, and the Confidential Information shall be held in trust and confidence by the Receiving Party for the Disclosing Party. The Disclosing Party shall retain title to all tangible media on which Confidential Information resides, including documentation, discs, and all copies thereof. No interest, license or any other right in, or to, the Confidential Information, other than expressly set out herein, is granted to the Receiving Party under this Agreement by implication or otherwise. Although the Confidential Information is obtained from sources believed to be reliable, the Confidential Information is provided hereunder on a strictly "as is", "where is", "with all faults" basis, and without warranties, conditions or representations of any kind, express or implied, and this Agreement, and the provision of Confidential Information, shall not constitute any representation, warranty or guarantee to the Receiving Party by the Disclosing Party whatsoever, including without limitation any representation, warranty or guarantee with respect to the Confidential Information infringing, violating, misappropriating or otherwise interfering with any rights of third parties. The Disclosing Party shall not be held liable for any errors or omissions in the Confidential Information or the use, or the results of the use of, the Confidential Information. The Disclosing Party shall have no responsibility for updating or correcting any Confidential Information provided hereunder. 9. The Receiving Party understands and agrees that the Confidential Information is information of a confidential nature of the Disclosing Party, is consistently treated as such by the Disclosing Party and that the public release of this information shall cause irreparable damage to the Disclosing Party. The Confidential Information is being disclosed by the Disclosing Party in specific reliance on the commitments and representations of the Receiving Party in this Agreement. It is accordingly agreed that the Disclosing Party shall be entitled to injunctive relief to prevent breaches of this Agreement and to specifically enforce the terms and provisions hereof, in addition to any other remedy to which the Disclosing Party may be entitled at law or in equity. 10. This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and restates and super cedes any prior understandings and agreements between the parties hereto with respect thereto. No failure or delay by either party in exercising any right under this Agreement shall operate as a waiver thereof or preclude any other or further exercise of such right or the exercise of any other right under this Agreement. 11. This Agreement shall be binding during the Purpose and shall remain in effect for a period or 2 years after the Purpose is completed. 12. This Agreement shall be governed by and construed in accordance with the laws of the Province of Alberta and the federal laws of Canada applicable therein, without reference to conflicts of law principles. No Party may assign this Agreement. 13. If any provision of this Agreement is declared invalid, illegal or unenforceable by a court of competent jurisdiction such provision shall be severed from the Agreement and all other provisions of the Agreement shall remain in full force and effect. 14. This Agreement may be executed in counterparts. Each shall be deemed an original, but together shall constitute one and the same instrument. IN WITNESS WHEREOF, duly authorized representatives of the parties hereto, each after having had the opportunity to discuss this Agreement with their respective legal advisors, have executed this Agreement. JUST BIOFIBER STRUCTURAL SOLUTIONS CORP. Sign: _______________________________ Name: _______________________________ Title: _______________________________ Recipient Name ______________________________________ Sign: _______________________________ Name: _______________________________

Confidential Information may include verbally conveyed information.

Entailment

NON-DISCLOSURE AGREEMENT This Agreement is made effective as of the ____ day of ___________, 20__, by and between: JUST BIOFIBER STRUCTURAL SOLUTIONS CORP., an Alberta Corporation, with offices in Calgary, Alberta ("JUST BIOFIBER"); And _______________________________________________________________, having an office in ________________________________________________________________________ ("RECIPIENT"), hereinafter collectively referred to as the “Parties” and severally as the “Party”. WHEREAS both Parties (acting as the Receiving Party) desire to receive and the both Parties (acting as the Disclosing Party) are prepared to supply certain Confidential Information (defined below) on the terms and conditions set out herein and solely for the purpose of aiding the other Party in evaluating whether the Parties wish to enter into a commercial relationship with each other (the "Purpose"); AND WHEREAS each Party has, in part, acquired the Confidential Information through the expenditure of time, effort and money and wish to protect the Confidential Information as the use or disclosure of the Confidential Information by or to anyone, but particularly to the general public or a competitor of Disclosing Party, could be highly detrimental to, and not in the best interests of, such Party; NOW THEREFORE in consideration of the premises, the mutual promises herein, and other good and valuable consideration, the Parties hereto agree as follows: 1. For the purposes of this Agreement, "Confidential Information" shall mean any and all information provided by, or on behalf of, the Disclosing Party to the Receiving Party prior to or following the execution of this Agreement and in any way relating to the Purpose (including, without limitation, any and all intellectual property, business secrets, business information, business plans, financial and pricing information, business practices, financial statements and reports, project specifications, projections, schematics and drawings, trade secrets, processes, materials, customer lists, supplier lists, sales volume, territories, markets, current, future or potential acquisitions, technical, production, operational, marketing or sales information disclosed hereunder) provided in connection therewith, regardless of form or format, provided however that Confidential Information shall not include information which the Receiving Party can establish through written records: (a) is, at the time of disclosure, readily available to the trade or the public through no fault of the Receiving Party, provided however that that where any part of such information is readily available to the trade or the public but a compilation of information which includes such part is not so available then such compilation shall be treated as Confidential Information hereunder; or (b) was rightfully in its possession prior to the disclosure of such Confidential Information to the Receiving Party by, or on behalf of, the Disclosing Party. 2. The Receiving Party shall use the Confidential Information solely for the Purpose and shall not use the Confidential Information in any manner except as reasonably required for the Purpose. Nothing in this Agreement obligates the Disclosing Party to make any particular disclosure of Confidential Information. This Agreement shall apply to all Confidential Information regardless of its form or medium, whether conveyed orally, visually, electronically or in writing, and whether or not it is designated as "confidential". 3. The Receiving Party shall protect the Disclosing Party’s interest in the Confidential Information and shall keep the Confidential Information confidential. The Receiving Party shall not disclose, allow access to, transmit or transfer the Confidential Information to any third party without the Disclosing Party’s prior written consent, provided however that the Receiving Party may disclose the Confidential Information to those of its directors, officers and employees ("Representatives") who have a need to know the Confidential Information for the Purpose provided that the Receiving Party shall ensure that such Representatives treat the Confidential Information as confidential and at all times in a manner consistent with this Agreement and the Receiving Party shall be liable for any loss or damage resulting from any Representative failing to do so. 4. The Receiving Party shall notify the Disclosing Party promptly of any unauthorized use or possession of the Confidential Information that comes to the Receiving Party’s attention. 5. In the event that the Receiving Party is required to disclose Confidential Information pursuant to any applicable law or an order from a court of competent jurisdiction, the Receiving Party shall only disclose such portion of the Confidential Information that it is legally required to disclose, and shall use all reasonable efforts to obtain confidential treatment for any Confidential Information so disclosed. The Receiving Party shall promptly notify the Disclosing Party of the required disclosure and any relevant information in respect thereto so that the Disclosing Party may take appropriate steps to protect such Confidential Information from such disclosure. 6. The Confidential Information shall not be copied or reproduced in any form or stored in a retrieval system or database by the Receiving Party without the prior consent of the Disclosing Party except for such copies and storage as may reasonably be required internally by the Receiving Party for the Purpose. All copies of the Confidential Information shall contain the same proprietary notices which may appear on the original. 7. The Receiving Party shall upon request immediately return to the Disclosing Party or destroy, as directed by the Disclosing Party, the Confidential Information and all copies thereof in any form whatsoever under the power or control of the Receiving Party or its Representatives and immediately destroy all compilations, analysis or derivative work relating to the Confidential Information. Where the Receiving Party satisfies its obligation to return or destroy the embodiments of the Confidential Information by destroying such embodiments, the Receiving Party will deliver to the Disclosing Party a certificate signed by an officer of the Receiving Party certifying such destruction of such embodiments. 8. All right, title and interest in and to the Confidential Information, including, without limitation, all patent rights, trade secret and confidential information rights, copyrights and other intellectual property, industrial, proprietary and other rights of any kind or nature, shall remain the exclusive property of the Disclosing Party, and the Confidential Information shall be held in trust and confidence by the Receiving Party for the Disclosing Party. The Disclosing Party shall retain title to all tangible media on which Confidential Information resides, including documentation, discs, and all copies thereof. No interest, license or any other right in, or to, the Confidential Information, other than expressly set out herein, is granted to the Receiving Party under this Agreement by implication or otherwise. Although the Confidential Information is obtained from sources believed to be reliable, the Confidential Information is provided hereunder on a strictly "as is", "where is", "with all faults" basis, and without warranties, conditions or representations of any kind, express or implied, and this Agreement, and the provision of Confidential Information, shall not constitute any representation, warranty or guarantee to the Receiving Party by the Disclosing Party whatsoever, including without limitation any representation, warranty or guarantee with respect to the Confidential Information infringing, violating, misappropriating or otherwise interfering with any rights of third parties. The Disclosing Party shall not be held liable for any errors or omissions in the Confidential Information or the use, or the results of the use of, the Confidential Information. The Disclosing Party shall have no responsibility for updating or correcting any Confidential Information provided hereunder. 9. The Receiving Party understands and agrees that the Confidential Information is information of a confidential nature of the Disclosing Party, is consistently treated as such by the Disclosing Party and that the public release of this information shall cause irreparable damage to the Disclosing Party. The Confidential Information is being disclosed by the Disclosing Party in specific reliance on the commitments and representations of the Receiving Party in this Agreement. It is accordingly agreed that the Disclosing Party shall be entitled to injunctive relief to prevent breaches of this Agreement and to specifically enforce the terms and provisions hereof, in addition to any other remedy to which the Disclosing Party may be entitled at law or in equity. 10. This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and restates and super cedes any prior understandings and agreements between the parties hereto with respect thereto. No failure or delay by either party in exercising any right under this Agreement shall operate as a waiver thereof or preclude any other or further exercise of such right or the exercise of any other right under this Agreement. 11. This Agreement shall be binding during the Purpose and shall remain in effect for a period or 2 years after the Purpose is completed. 12. This Agreement shall be governed by and construed in accordance with the laws of the Province of Alberta and the federal laws of Canada applicable therein, without reference to conflicts of law principles. No Party may assign this Agreement. 13. If any provision of this Agreement is declared invalid, illegal or unenforceable by a court of competent jurisdiction such provision shall be severed from the Agreement and all other provisions of the Agreement shall remain in full force and effect. 14. This Agreement may be executed in counterparts. Each shall be deemed an original, but together shall constitute one and the same instrument. IN WITNESS WHEREOF, duly authorized representatives of the parties hereto, each after having had the opportunity to discuss this Agreement with their respective legal advisors, have executed this Agreement. JUST BIOFIBER STRUCTURAL SOLUTIONS CORP. Sign: _______________________________ Name: _______________________________ Title: _______________________________ Recipient Name ______________________________________ Sign: _______________________________ Name: _______________________________

Receiving Party shall not solicit some of Disclosing Party's representatives.

NotMentioned

NON-DISCLOSURE AGREEMENT This Agreement is made effective as of the ____ day of ___________, 20__, by and between: JUST BIOFIBER STRUCTURAL SOLUTIONS CORP., an Alberta Corporation, with offices in Calgary, Alberta ("JUST BIOFIBER"); And _______________________________________________________________, having an office in ________________________________________________________________________ ("RECIPIENT"), hereinafter collectively referred to as the “Parties” and severally as the “Party”. WHEREAS both Parties (acting as the Receiving Party) desire to receive and the both Parties (acting as the Disclosing Party) are prepared to supply certain Confidential Information (defined below) on the terms and conditions set out herein and solely for the purpose of aiding the other Party in evaluating whether the Parties wish to enter into a commercial relationship with each other (the "Purpose"); AND WHEREAS each Party has, in part, acquired the Confidential Information through the expenditure of time, effort and money and wish to protect the Confidential Information as the use or disclosure of the Confidential Information by or to anyone, but particularly to the general public or a competitor of Disclosing Party, could be highly detrimental to, and not in the best interests of, such Party; NOW THEREFORE in consideration of the premises, the mutual promises herein, and other good and valuable consideration, the Parties hereto agree as follows: 1. For the purposes of this Agreement, "Confidential Information" shall mean any and all information provided by, or on behalf of, the Disclosing Party to the Receiving Party prior to or following the execution of this Agreement and in any way relating to the Purpose (including, without limitation, any and all intellectual property, business secrets, business information, business plans, financial and pricing information, business practices, financial statements and reports, project specifications, projections, schematics and drawings, trade secrets, processes, materials, customer lists, supplier lists, sales volume, territories, markets, current, future or potential acquisitions, technical, production, operational, marketing or sales information disclosed hereunder) provided in connection therewith, regardless of form or format, provided however that Confidential Information shall not include information which the Receiving Party can establish through written records: (a) is, at the time of disclosure, readily available to the trade or the public through no fault of the Receiving Party, provided however that that where any part of such information is readily available to the trade or the public but a compilation of information which includes such part is not so available then such compilation shall be treated as Confidential Information hereunder; or (b) was rightfully in its possession prior to the disclosure of such Confidential Information to the Receiving Party by, or on behalf of, the Disclosing Party. 2. The Receiving Party shall use the Confidential Information solely for the Purpose and shall not use the Confidential Information in any manner except as reasonably required for the Purpose. Nothing in this Agreement obligates the Disclosing Party to make any particular disclosure of Confidential Information. This Agreement shall apply to all Confidential Information regardless of its form or medium, whether conveyed orally, visually, electronically or in writing, and whether or not it is designated as "confidential". 3. The Receiving Party shall protect the Disclosing Party’s interest in the Confidential Information and shall keep the Confidential Information confidential. The Receiving Party shall not disclose, allow access to, transmit or transfer the Confidential Information to any third party without the Disclosing Party’s prior written consent, provided however that the Receiving Party may disclose the Confidential Information to those of its directors, officers and employees ("Representatives") who have a need to know the Confidential Information for the Purpose provided that the Receiving Party shall ensure that such Representatives treat the Confidential Information as confidential and at all times in a manner consistent with this Agreement and the Receiving Party shall be liable for any loss or damage resulting from any Representative failing to do so. 4. The Receiving Party shall notify the Disclosing Party promptly of any unauthorized use or possession of the Confidential Information that comes to the Receiving Party’s attention. 5. In the event that the Receiving Party is required to disclose Confidential Information pursuant to any applicable law or an order from a court of competent jurisdiction, the Receiving Party shall only disclose such portion of the Confidential Information that it is legally required to disclose, and shall use all reasonable efforts to obtain confidential treatment for any Confidential Information so disclosed. The Receiving Party shall promptly notify the Disclosing Party of the required disclosure and any relevant information in respect thereto so that the Disclosing Party may take appropriate steps to protect such Confidential Information from such disclosure. 6. The Confidential Information shall not be copied or reproduced in any form or stored in a retrieval system or database by the Receiving Party without the prior consent of the Disclosing Party except for such copies and storage as may reasonably be required internally by the Receiving Party for the Purpose. All copies of the Confidential Information shall contain the same proprietary notices which may appear on the original. 7. The Receiving Party shall upon request immediately return to the Disclosing Party or destroy, as directed by the Disclosing Party, the Confidential Information and all copies thereof in any form whatsoever under the power or control of the Receiving Party or its Representatives and immediately destroy all compilations, analysis or derivative work relating to the Confidential Information. Where the Receiving Party satisfies its obligation to return or destroy the embodiments of the Confidential Information by destroying such embodiments, the Receiving Party will deliver to the Disclosing Party a certificate signed by an officer of the Receiving Party certifying such destruction of such embodiments. 8. All right, title and interest in and to the Confidential Information, including, without limitation, all patent rights, trade secret and confidential information rights, copyrights and other intellectual property, industrial, proprietary and other rights of any kind or nature, shall remain the exclusive property of the Disclosing Party, and the Confidential Information shall be held in trust and confidence by the Receiving Party for the Disclosing Party. The Disclosing Party shall retain title to all tangible media on which Confidential Information resides, including documentation, discs, and all copies thereof. No interest, license or any other right in, or to, the Confidential Information, other than expressly set out herein, is granted to the Receiving Party under this Agreement by implication or otherwise. Although the Confidential Information is obtained from sources believed to be reliable, the Confidential Information is provided hereunder on a strictly "as is", "where is", "with all faults" basis, and without warranties, conditions or representations of any kind, express or implied, and this Agreement, and the provision of Confidential Information, shall not constitute any representation, warranty or guarantee to the Receiving Party by the Disclosing Party whatsoever, including without limitation any representation, warranty or guarantee with respect to the Confidential Information infringing, violating, misappropriating or otherwise interfering with any rights of third parties. The Disclosing Party shall not be held liable for any errors or omissions in the Confidential Information or the use, or the results of the use of, the Confidential Information. The Disclosing Party shall have no responsibility for updating or correcting any Confidential Information provided hereunder. 9. The Receiving Party understands and agrees that the Confidential Information is information of a confidential nature of the Disclosing Party, is consistently treated as such by the Disclosing Party and that the public release of this information shall cause irreparable damage to the Disclosing Party. The Confidential Information is being disclosed by the Disclosing Party in specific reliance on the commitments and representations of the Receiving Party in this Agreement. It is accordingly agreed that the Disclosing Party shall be entitled to injunctive relief to prevent breaches of this Agreement and to specifically enforce the terms and provisions hereof, in addition to any other remedy to which the Disclosing Party may be entitled at law or in equity. 10. This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and restates and super cedes any prior understandings and agreements between the parties hereto with respect thereto. No failure or delay by either party in exercising any right under this Agreement shall operate as a waiver thereof or preclude any other or further exercise of such right or the exercise of any other right under this Agreement. 11. This Agreement shall be binding during the Purpose and shall remain in effect for a period or 2 years after the Purpose is completed. 12. This Agreement shall be governed by and construed in accordance with the laws of the Province of Alberta and the federal laws of Canada applicable therein, without reference to conflicts of law principles. No Party may assign this Agreement. 13. If any provision of this Agreement is declared invalid, illegal or unenforceable by a court of competent jurisdiction such provision shall be severed from the Agreement and all other provisions of the Agreement shall remain in full force and effect. 14. This Agreement may be executed in counterparts. Each shall be deemed an original, but together shall constitute one and the same instrument. IN WITNESS WHEREOF, duly authorized representatives of the parties hereto, each after having had the opportunity to discuss this Agreement with their respective legal advisors, have executed this Agreement. JUST BIOFIBER STRUCTURAL SOLUTIONS CORP. Sign: _______________________________ Name: _______________________________ Title: _______________________________ Recipient Name ______________________________________ Sign: _______________________________ Name: _______________________________

Receiving Party may share some Confidential Information with some third-parties (including consultants, agents and professional advisors).

Contradiction

NON-DISCLOSURE AGREEMENT This Agreement is made effective as of the ____ day of ___________, 20__, by and between: JUST BIOFIBER STRUCTURAL SOLUTIONS CORP., an Alberta Corporation, with offices in Calgary, Alberta ("JUST BIOFIBER"); And _______________________________________________________________, having an office in ________________________________________________________________________ ("RECIPIENT"), hereinafter collectively referred to as the “Parties” and severally as the “Party”. WHEREAS both Parties (acting as the Receiving Party) desire to receive and the both Parties (acting as the Disclosing Party) are prepared to supply certain Confidential Information (defined below) on the terms and conditions set out herein and solely for the purpose of aiding the other Party in evaluating whether the Parties wish to enter into a commercial relationship with each other (the "Purpose"); AND WHEREAS each Party has, in part, acquired the Confidential Information through the expenditure of time, effort and money and wish to protect the Confidential Information as the use or disclosure of the Confidential Information by or to anyone, but particularly to the general public or a competitor of Disclosing Party, could be highly detrimental to, and not in the best interests of, such Party; NOW THEREFORE in consideration of the premises, the mutual promises herein, and other good and valuable consideration, the Parties hereto agree as follows: 1. For the purposes of this Agreement, "Confidential Information" shall mean any and all information provided by, or on behalf of, the Disclosing Party to the Receiving Party prior to or following the execution of this Agreement and in any way relating to the Purpose (including, without limitation, any and all intellectual property, business secrets, business information, business plans, financial and pricing information, business practices, financial statements and reports, project specifications, projections, schematics and drawings, trade secrets, processes, materials, customer lists, supplier lists, sales volume, territories, markets, current, future or potential acquisitions, technical, production, operational, marketing or sales information disclosed hereunder) provided in connection therewith, regardless of form or format, provided however that Confidential Information shall not include information which the Receiving Party can establish through written records: (a) is, at the time of disclosure, readily available to the trade or the public through no fault of the Receiving Party, provided however that that where any part of such information is readily available to the trade or the public but a compilation of information which includes such part is not so available then such compilation shall be treated as Confidential Information hereunder; or (b) was rightfully in its possession prior to the disclosure of such Confidential Information to the Receiving Party by, or on behalf of, the Disclosing Party. 2. The Receiving Party shall use the Confidential Information solely for the Purpose and shall not use the Confidential Information in any manner except as reasonably required for the Purpose. Nothing in this Agreement obligates the Disclosing Party to make any particular disclosure of Confidential Information. This Agreement shall apply to all Confidential Information regardless of its form or medium, whether conveyed orally, visually, electronically or in writing, and whether or not it is designated as "confidential". 3. The Receiving Party shall protect the Disclosing Party’s interest in the Confidential Information and shall keep the Confidential Information confidential. The Receiving Party shall not disclose, allow access to, transmit or transfer the Confidential Information to any third party without the Disclosing Party’s prior written consent, provided however that the Receiving Party may disclose the Confidential Information to those of its directors, officers and employees ("Representatives") who have a need to know the Confidential Information for the Purpose provided that the Receiving Party shall ensure that such Representatives treat the Confidential Information as confidential and at all times in a manner consistent with this Agreement and the Receiving Party shall be liable for any loss or damage resulting from any Representative failing to do so. 4. The Receiving Party shall notify the Disclosing Party promptly of any unauthorized use or possession of the Confidential Information that comes to the Receiving Party’s attention. 5. In the event that the Receiving Party is required to disclose Confidential Information pursuant to any applicable law or an order from a court of competent jurisdiction, the Receiving Party shall only disclose such portion of the Confidential Information that it is legally required to disclose, and shall use all reasonable efforts to obtain confidential treatment for any Confidential Information so disclosed. The Receiving Party shall promptly notify the Disclosing Party of the required disclosure and any relevant information in respect thereto so that the Disclosing Party may take appropriate steps to protect such Confidential Information from such disclosure. 6. The Confidential Information shall not be copied or reproduced in any form or stored in a retrieval system or database by the Receiving Party without the prior consent of the Disclosing Party except for such copies and storage as may reasonably be required internally by the Receiving Party for the Purpose. All copies of the Confidential Information shall contain the same proprietary notices which may appear on the original. 7. The Receiving Party shall upon request immediately return to the Disclosing Party or destroy, as directed by the Disclosing Party, the Confidential Information and all copies thereof in any form whatsoever under the power or control of the Receiving Party or its Representatives and immediately destroy all compilations, analysis or derivative work relating to the Confidential Information. Where the Receiving Party satisfies its obligation to return or destroy the embodiments of the Confidential Information by destroying such embodiments, the Receiving Party will deliver to the Disclosing Party a certificate signed by an officer of the Receiving Party certifying such destruction of such embodiments. 8. All right, title and interest in and to the Confidential Information, including, without limitation, all patent rights, trade secret and confidential information rights, copyrights and other intellectual property, industrial, proprietary and other rights of any kind or nature, shall remain the exclusive property of the Disclosing Party, and the Confidential Information shall be held in trust and confidence by the Receiving Party for the Disclosing Party. The Disclosing Party shall retain title to all tangible media on which Confidential Information resides, including documentation, discs, and all copies thereof. No interest, license or any other right in, or to, the Confidential Information, other than expressly set out herein, is granted to the Receiving Party under this Agreement by implication or otherwise. Although the Confidential Information is obtained from sources believed to be reliable, the Confidential Information is provided hereunder on a strictly "as is", "where is", "with all faults" basis, and without warranties, conditions or representations of any kind, express or implied, and this Agreement, and the provision of Confidential Information, shall not constitute any representation, warranty or guarantee to the Receiving Party by the Disclosing Party whatsoever, including without limitation any representation, warranty or guarantee with respect to the Confidential Information infringing, violating, misappropriating or otherwise interfering with any rights of third parties. The Disclosing Party shall not be held liable for any errors or omissions in the Confidential Information or the use, or the results of the use of, the Confidential Information. The Disclosing Party shall have no responsibility for updating or correcting any Confidential Information provided hereunder. 9. The Receiving Party understands and agrees that the Confidential Information is information of a confidential nature of the Disclosing Party, is consistently treated as such by the Disclosing Party and that the public release of this information shall cause irreparable damage to the Disclosing Party. The Confidential Information is being disclosed by the Disclosing Party in specific reliance on the commitments and representations of the Receiving Party in this Agreement. It is accordingly agreed that the Disclosing Party shall be entitled to injunctive relief to prevent breaches of this Agreement and to specifically enforce the terms and provisions hereof, in addition to any other remedy to which the Disclosing Party may be entitled at law or in equity. 10. This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and restates and super cedes any prior understandings and agreements between the parties hereto with respect thereto. No failure or delay by either party in exercising any right under this Agreement shall operate as a waiver thereof or preclude any other or further exercise of such right or the exercise of any other right under this Agreement. 11. This Agreement shall be binding during the Purpose and shall remain in effect for a period or 2 years after the Purpose is completed. 12. This Agreement shall be governed by and construed in accordance with the laws of the Province of Alberta and the federal laws of Canada applicable therein, without reference to conflicts of law principles. No Party may assign this Agreement. 13. If any provision of this Agreement is declared invalid, illegal or unenforceable by a court of competent jurisdiction such provision shall be severed from the Agreement and all other provisions of the Agreement shall remain in full force and effect. 14. This Agreement may be executed in counterparts. Each shall be deemed an original, but together shall constitute one and the same instrument. IN WITNESS WHEREOF, duly authorized representatives of the parties hereto, each after having had the opportunity to discuss this Agreement with their respective legal advisors, have executed this Agreement. JUST BIOFIBER STRUCTURAL SOLUTIONS CORP. Sign: _______________________________ Name: _______________________________ Title: _______________________________ Recipient Name ______________________________________ Sign: _______________________________ Name: _______________________________

Receiving Party may create a copy of some Confidential Information in some circumstances.

Entailment

NON-DISCLOSURE AGREEMENT This Agreement is made effective as of the ____ day of ___________, 20__, by and between: JUST BIOFIBER STRUCTURAL SOLUTIONS CORP., an Alberta Corporation, with offices in Calgary, Alberta ("JUST BIOFIBER"); And _______________________________________________________________, having an office in ________________________________________________________________________ ("RECIPIENT"), hereinafter collectively referred to as the “Parties” and severally as the “Party”. WHEREAS both Parties (acting as the Receiving Party) desire to receive and the both Parties (acting as the Disclosing Party) are prepared to supply certain Confidential Information (defined below) on the terms and conditions set out herein and solely for the purpose of aiding the other Party in evaluating whether the Parties wish to enter into a commercial relationship with each other (the "Purpose"); AND WHEREAS each Party has, in part, acquired the Confidential Information through the expenditure of time, effort and money and wish to protect the Confidential Information as the use or disclosure of the Confidential Information by or to anyone, but particularly to the general public or a competitor of Disclosing Party, could be highly detrimental to, and not in the best interests of, such Party; NOW THEREFORE in consideration of the premises, the mutual promises herein, and other good and valuable consideration, the Parties hereto agree as follows: 1. For the purposes of this Agreement, "Confidential Information" shall mean any and all information provided by, or on behalf of, the Disclosing Party to the Receiving Party prior to or following the execution of this Agreement and in any way relating to the Purpose (including, without limitation, any and all intellectual property, business secrets, business information, business plans, financial and pricing information, business practices, financial statements and reports, project specifications, projections, schematics and drawings, trade secrets, processes, materials, customer lists, supplier lists, sales volume, territories, markets, current, future or potential acquisitions, technical, production, operational, marketing or sales information disclosed hereunder) provided in connection therewith, regardless of form or format, provided however that Confidential Information shall not include information which the Receiving Party can establish through written records: (a) is, at the time of disclosure, readily available to the trade or the public through no fault of the Receiving Party, provided however that that where any part of such information is readily available to the trade or the public but a compilation of information which includes such part is not so available then such compilation shall be treated as Confidential Information hereunder; or (b) was rightfully in its possession prior to the disclosure of such Confidential Information to the Receiving Party by, or on behalf of, the Disclosing Party. 2. The Receiving Party shall use the Confidential Information solely for the Purpose and shall not use the Confidential Information in any manner except as reasonably required for the Purpose. Nothing in this Agreement obligates the Disclosing Party to make any particular disclosure of Confidential Information. This Agreement shall apply to all Confidential Information regardless of its form or medium, whether conveyed orally, visually, electronically or in writing, and whether or not it is designated as "confidential". 3. The Receiving Party shall protect the Disclosing Party’s interest in the Confidential Information and shall keep the Confidential Information confidential. The Receiving Party shall not disclose, allow access to, transmit or transfer the Confidential Information to any third party without the Disclosing Party’s prior written consent, provided however that the Receiving Party may disclose the Confidential Information to those of its directors, officers and employees ("Representatives") who have a need to know the Confidential Information for the Purpose provided that the Receiving Party shall ensure that such Representatives treat the Confidential Information as confidential and at all times in a manner consistent with this Agreement and the Receiving Party shall be liable for any loss or damage resulting from any Representative failing to do so. 4. The Receiving Party shall notify the Disclosing Party promptly of any unauthorized use or possession of the Confidential Information that comes to the Receiving Party’s attention. 5. In the event that the Receiving Party is required to disclose Confidential Information pursuant to any applicable law or an order from a court of competent jurisdiction, the Receiving Party shall only disclose such portion of the Confidential Information that it is legally required to disclose, and shall use all reasonable efforts to obtain confidential treatment for any Confidential Information so disclosed. The Receiving Party shall promptly notify the Disclosing Party of the required disclosure and any relevant information in respect thereto so that the Disclosing Party may take appropriate steps to protect such Confidential Information from such disclosure. 6. The Confidential Information shall not be copied or reproduced in any form or stored in a retrieval system or database by the Receiving Party without the prior consent of the Disclosing Party except for such copies and storage as may reasonably be required internally by the Receiving Party for the Purpose. All copies of the Confidential Information shall contain the same proprietary notices which may appear on the original. 7. The Receiving Party shall upon request immediately return to the Disclosing Party or destroy, as directed by the Disclosing Party, the Confidential Information and all copies thereof in any form whatsoever under the power or control of the Receiving Party or its Representatives and immediately destroy all compilations, analysis or derivative work relating to the Confidential Information. Where the Receiving Party satisfies its obligation to return or destroy the embodiments of the Confidential Information by destroying such embodiments, the Receiving Party will deliver to the Disclosing Party a certificate signed by an officer of the Receiving Party certifying such destruction of such embodiments. 8. All right, title and interest in and to the Confidential Information, including, without limitation, all patent rights, trade secret and confidential information rights, copyrights and other intellectual property, industrial, proprietary and other rights of any kind or nature, shall remain the exclusive property of the Disclosing Party, and the Confidential Information shall be held in trust and confidence by the Receiving Party for the Disclosing Party. The Disclosing Party shall retain title to all tangible media on which Confidential Information resides, including documentation, discs, and all copies thereof. No interest, license or any other right in, or to, the Confidential Information, other than expressly set out herein, is granted to the Receiving Party under this Agreement by implication or otherwise. Although the Confidential Information is obtained from sources believed to be reliable, the Confidential Information is provided hereunder on a strictly "as is", "where is", "with all faults" basis, and without warranties, conditions or representations of any kind, express or implied, and this Agreement, and the provision of Confidential Information, shall not constitute any representation, warranty or guarantee to the Receiving Party by the Disclosing Party whatsoever, including without limitation any representation, warranty or guarantee with respect to the Confidential Information infringing, violating, misappropriating or otherwise interfering with any rights of third parties. The Disclosing Party shall not be held liable for any errors or omissions in the Confidential Information or the use, or the results of the use of, the Confidential Information. The Disclosing Party shall have no responsibility for updating or correcting any Confidential Information provided hereunder. 9. The Receiving Party understands and agrees that the Confidential Information is information of a confidential nature of the Disclosing Party, is consistently treated as such by the Disclosing Party and that the public release of this information shall cause irreparable damage to the Disclosing Party. The Confidential Information is being disclosed by the Disclosing Party in specific reliance on the commitments and representations of the Receiving Party in this Agreement. It is accordingly agreed that the Disclosing Party shall be entitled to injunctive relief to prevent breaches of this Agreement and to specifically enforce the terms and provisions hereof, in addition to any other remedy to which the Disclosing Party may be entitled at law or in equity. 10. This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and restates and super cedes any prior understandings and agreements between the parties hereto with respect thereto. No failure or delay by either party in exercising any right under this Agreement shall operate as a waiver thereof or preclude any other or further exercise of such right or the exercise of any other right under this Agreement. 11. This Agreement shall be binding during the Purpose and shall remain in effect for a period or 2 years after the Purpose is completed. 12. This Agreement shall be governed by and construed in accordance with the laws of the Province of Alberta and the federal laws of Canada applicable therein, without reference to conflicts of law principles. No Party may assign this Agreement. 13. If any provision of this Agreement is declared invalid, illegal or unenforceable by a court of competent jurisdiction such provision shall be severed from the Agreement and all other provisions of the Agreement shall remain in full force and effect. 14. This Agreement may be executed in counterparts. Each shall be deemed an original, but together shall constitute one and the same instrument. IN WITNESS WHEREOF, duly authorized representatives of the parties hereto, each after having had the opportunity to discuss this Agreement with their respective legal advisors, have executed this Agreement. JUST BIOFIBER STRUCTURAL SOLUTIONS CORP. Sign: _______________________________ Name: _______________________________ Title: _______________________________ Recipient Name ______________________________________ Sign: _______________________________ Name: _______________________________

Receiving Party shall notify Disclosing Party in case Receiving Party is required by law, regulation or judicial process to disclose any Confidential Information.

Entailment

NON-DISCLOSURE AGREEMENT This Agreement is made effective as of the ____ day of ___________, 20__, by and between: JUST BIOFIBER STRUCTURAL SOLUTIONS CORP., an Alberta Corporation, with offices in Calgary, Alberta ("JUST BIOFIBER"); And _______________________________________________________________, having an office in ________________________________________________________________________ ("RECIPIENT"), hereinafter collectively referred to as the “Parties” and severally as the “Party”. WHEREAS both Parties (acting as the Receiving Party) desire to receive and the both Parties (acting as the Disclosing Party) are prepared to supply certain Confidential Information (defined below) on the terms and conditions set out herein and solely for the purpose of aiding the other Party in evaluating whether the Parties wish to enter into a commercial relationship with each other (the "Purpose"); AND WHEREAS each Party has, in part, acquired the Confidential Information through the expenditure of time, effort and money and wish to protect the Confidential Information as the use or disclosure of the Confidential Information by or to anyone, but particularly to the general public or a competitor of Disclosing Party, could be highly detrimental to, and not in the best interests of, such Party; NOW THEREFORE in consideration of the premises, the mutual promises herein, and other good and valuable consideration, the Parties hereto agree as follows: 1. For the purposes of this Agreement, "Confidential Information" shall mean any and all information provided by, or on behalf of, the Disclosing Party to the Receiving Party prior to or following the execution of this Agreement and in any way relating to the Purpose (including, without limitation, any and all intellectual property, business secrets, business information, business plans, financial and pricing information, business practices, financial statements and reports, project specifications, projections, schematics and drawings, trade secrets, processes, materials, customer lists, supplier lists, sales volume, territories, markets, current, future or potential acquisitions, technical, production, operational, marketing or sales information disclosed hereunder) provided in connection therewith, regardless of form or format, provided however that Confidential Information shall not include information which the Receiving Party can establish through written records: (a) is, at the time of disclosure, readily available to the trade or the public through no fault of the Receiving Party, provided however that that where any part of such information is readily available to the trade or the public but a compilation of information which includes such part is not so available then such compilation shall be treated as Confidential Information hereunder; or (b) was rightfully in its possession prior to the disclosure of such Confidential Information to the Receiving Party by, or on behalf of, the Disclosing Party. 2. The Receiving Party shall use the Confidential Information solely for the Purpose and shall not use the Confidential Information in any manner except as reasonably required for the Purpose. Nothing in this Agreement obligates the Disclosing Party to make any particular disclosure of Confidential Information. This Agreement shall apply to all Confidential Information regardless of its form or medium, whether conveyed orally, visually, electronically or in writing, and whether or not it is designated as "confidential". 3. The Receiving Party shall protect the Disclosing Party’s interest in the Confidential Information and shall keep the Confidential Information confidential. The Receiving Party shall not disclose, allow access to, transmit or transfer the Confidential Information to any third party without the Disclosing Party’s prior written consent, provided however that the Receiving Party may disclose the Confidential Information to those of its directors, officers and employees ("Representatives") who have a need to know the Confidential Information for the Purpose provided that the Receiving Party shall ensure that such Representatives treat the Confidential Information as confidential and at all times in a manner consistent with this Agreement and the Receiving Party shall be liable for any loss or damage resulting from any Representative failing to do so. 4. The Receiving Party shall notify the Disclosing Party promptly of any unauthorized use or possession of the Confidential Information that comes to the Receiving Party’s attention. 5. In the event that the Receiving Party is required to disclose Confidential Information pursuant to any applicable law or an order from a court of competent jurisdiction, the Receiving Party shall only disclose such portion of the Confidential Information that it is legally required to disclose, and shall use all reasonable efforts to obtain confidential treatment for any Confidential Information so disclosed. The Receiving Party shall promptly notify the Disclosing Party of the required disclosure and any relevant information in respect thereto so that the Disclosing Party may take appropriate steps to protect such Confidential Information from such disclosure. 6. The Confidential Information shall not be copied or reproduced in any form or stored in a retrieval system or database by the Receiving Party without the prior consent of the Disclosing Party except for such copies and storage as may reasonably be required internally by the Receiving Party for the Purpose. All copies of the Confidential Information shall contain the same proprietary notices which may appear on the original. 7. The Receiving Party shall upon request immediately return to the Disclosing Party or destroy, as directed by the Disclosing Party, the Confidential Information and all copies thereof in any form whatsoever under the power or control of the Receiving Party or its Representatives and immediately destroy all compilations, analysis or derivative work relating to the Confidential Information. Where the Receiving Party satisfies its obligation to return or destroy the embodiments of the Confidential Information by destroying such embodiments, the Receiving Party will deliver to the Disclosing Party a certificate signed by an officer of the Receiving Party certifying such destruction of such embodiments. 8. All right, title and interest in and to the Confidential Information, including, without limitation, all patent rights, trade secret and confidential information rights, copyrights and other intellectual property, industrial, proprietary and other rights of any kind or nature, shall remain the exclusive property of the Disclosing Party, and the Confidential Information shall be held in trust and confidence by the Receiving Party for the Disclosing Party. The Disclosing Party shall retain title to all tangible media on which Confidential Information resides, including documentation, discs, and all copies thereof. No interest, license or any other right in, or to, the Confidential Information, other than expressly set out herein, is granted to the Receiving Party under this Agreement by implication or otherwise. Although the Confidential Information is obtained from sources believed to be reliable, the Confidential Information is provided hereunder on a strictly "as is", "where is", "with all faults" basis, and without warranties, conditions or representations of any kind, express or implied, and this Agreement, and the provision of Confidential Information, shall not constitute any representation, warranty or guarantee to the Receiving Party by the Disclosing Party whatsoever, including without limitation any representation, warranty or guarantee with respect to the Confidential Information infringing, violating, misappropriating or otherwise interfering with any rights of third parties. The Disclosing Party shall not be held liable for any errors or omissions in the Confidential Information or the use, or the results of the use of, the Confidential Information. The Disclosing Party shall have no responsibility for updating or correcting any Confidential Information provided hereunder. 9. The Receiving Party understands and agrees that the Confidential Information is information of a confidential nature of the Disclosing Party, is consistently treated as such by the Disclosing Party and that the public release of this information shall cause irreparable damage to the Disclosing Party. The Confidential Information is being disclosed by the Disclosing Party in specific reliance on the commitments and representations of the Receiving Party in this Agreement. It is accordingly agreed that the Disclosing Party shall be entitled to injunctive relief to prevent breaches of this Agreement and to specifically enforce the terms and provisions hereof, in addition to any other remedy to which the Disclosing Party may be entitled at law or in equity. 10. This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and restates and super cedes any prior understandings and agreements between the parties hereto with respect thereto. No failure or delay by either party in exercising any right under this Agreement shall operate as a waiver thereof or preclude any other or further exercise of such right or the exercise of any other right under this Agreement. 11. This Agreement shall be binding during the Purpose and shall remain in effect for a period or 2 years after the Purpose is completed. 12. This Agreement shall be governed by and construed in accordance with the laws of the Province of Alberta and the federal laws of Canada applicable therein, without reference to conflicts of law principles. No Party may assign this Agreement. 13. If any provision of this Agreement is declared invalid, illegal or unenforceable by a court of competent jurisdiction such provision shall be severed from the Agreement and all other provisions of the Agreement shall remain in full force and effect. 14. This Agreement may be executed in counterparts. Each shall be deemed an original, but together shall constitute one and the same instrument. IN WITNESS WHEREOF, duly authorized representatives of the parties hereto, each after having had the opportunity to discuss this Agreement with their respective legal advisors, have executed this Agreement. JUST BIOFIBER STRUCTURAL SOLUTIONS CORP. Sign: _______________________________ Name: _______________________________ Title: _______________________________ Recipient Name ______________________________________ Sign: _______________________________ Name: _______________________________

Receiving Party may acquire information similar to Confidential Information from a third party.

NotMentioned

NON-DISCLOSURE AGREEMENT This Agreement is made effective as of the ____ day of ___________, 20__, by and between: JUST BIOFIBER STRUCTURAL SOLUTIONS CORP., an Alberta Corporation, with offices in Calgary, Alberta ("JUST BIOFIBER"); And _______________________________________________________________, having an office in ________________________________________________________________________ ("RECIPIENT"), hereinafter collectively referred to as the “Parties” and severally as the “Party”. WHEREAS both Parties (acting as the Receiving Party) desire to receive and the both Parties (acting as the Disclosing Party) are prepared to supply certain Confidential Information (defined below) on the terms and conditions set out herein and solely for the purpose of aiding the other Party in evaluating whether the Parties wish to enter into a commercial relationship with each other (the "Purpose"); AND WHEREAS each Party has, in part, acquired the Confidential Information through the expenditure of time, effort and money and wish to protect the Confidential Information as the use or disclosure of the Confidential Information by or to anyone, but particularly to the general public or a competitor of Disclosing Party, could be highly detrimental to, and not in the best interests of, such Party; NOW THEREFORE in consideration of the premises, the mutual promises herein, and other good and valuable consideration, the Parties hereto agree as follows: 1. For the purposes of this Agreement, "Confidential Information" shall mean any and all information provided by, or on behalf of, the Disclosing Party to the Receiving Party prior to or following the execution of this Agreement and in any way relating to the Purpose (including, without limitation, any and all intellectual property, business secrets, business information, business plans, financial and pricing information, business practices, financial statements and reports, project specifications, projections, schematics and drawings, trade secrets, processes, materials, customer lists, supplier lists, sales volume, territories, markets, current, future or potential acquisitions, technical, production, operational, marketing or sales information disclosed hereunder) provided in connection therewith, regardless of form or format, provided however that Confidential Information shall not include information which the Receiving Party can establish through written records: (a) is, at the time of disclosure, readily available to the trade or the public through no fault of the Receiving Party, provided however that that where any part of such information is readily available to the trade or the public but a compilation of information which includes such part is not so available then such compilation shall be treated as Confidential Information hereunder; or (b) was rightfully in its possession prior to the disclosure of such Confidential Information to the Receiving Party by, or on behalf of, the Disclosing Party. 2. The Receiving Party shall use the Confidential Information solely for the Purpose and shall not use the Confidential Information in any manner except as reasonably required for the Purpose. Nothing in this Agreement obligates the Disclosing Party to make any particular disclosure of Confidential Information. This Agreement shall apply to all Confidential Information regardless of its form or medium, whether conveyed orally, visually, electronically or in writing, and whether or not it is designated as "confidential". 3. The Receiving Party shall protect the Disclosing Party’s interest in the Confidential Information and shall keep the Confidential Information confidential. The Receiving Party shall not disclose, allow access to, transmit or transfer the Confidential Information to any third party without the Disclosing Party’s prior written consent, provided however that the Receiving Party may disclose the Confidential Information to those of its directors, officers and employees ("Representatives") who have a need to know the Confidential Information for the Purpose provided that the Receiving Party shall ensure that such Representatives treat the Confidential Information as confidential and at all times in a manner consistent with this Agreement and the Receiving Party shall be liable for any loss or damage resulting from any Representative failing to do so. 4. The Receiving Party shall notify the Disclosing Party promptly of any unauthorized use or possession of the Confidential Information that comes to the Receiving Party’s attention. 5. In the event that the Receiving Party is required to disclose Confidential Information pursuant to any applicable law or an order from a court of competent jurisdiction, the Receiving Party shall only disclose such portion of the Confidential Information that it is legally required to disclose, and shall use all reasonable efforts to obtain confidential treatment for any Confidential Information so disclosed. The Receiving Party shall promptly notify the Disclosing Party of the required disclosure and any relevant information in respect thereto so that the Disclosing Party may take appropriate steps to protect such Confidential Information from such disclosure. 6. The Confidential Information shall not be copied or reproduced in any form or stored in a retrieval system or database by the Receiving Party without the prior consent of the Disclosing Party except for such copies and storage as may reasonably be required internally by the Receiving Party for the Purpose. All copies of the Confidential Information shall contain the same proprietary notices which may appear on the original. 7. The Receiving Party shall upon request immediately return to the Disclosing Party or destroy, as directed by the Disclosing Party, the Confidential Information and all copies thereof in any form whatsoever under the power or control of the Receiving Party or its Representatives and immediately destroy all compilations, analysis or derivative work relating to the Confidential Information. Where the Receiving Party satisfies its obligation to return or destroy the embodiments of the Confidential Information by destroying such embodiments, the Receiving Party will deliver to the Disclosing Party a certificate signed by an officer of the Receiving Party certifying such destruction of such embodiments. 8. All right, title and interest in and to the Confidential Information, including, without limitation, all patent rights, trade secret and confidential information rights, copyrights and other intellectual property, industrial, proprietary and other rights of any kind or nature, shall remain the exclusive property of the Disclosing Party, and the Confidential Information shall be held in trust and confidence by the Receiving Party for the Disclosing Party. The Disclosing Party shall retain title to all tangible media on which Confidential Information resides, including documentation, discs, and all copies thereof. No interest, license or any other right in, or to, the Confidential Information, other than expressly set out herein, is granted to the Receiving Party under this Agreement by implication or otherwise. Although the Confidential Information is obtained from sources believed to be reliable, the Confidential Information is provided hereunder on a strictly "as is", "where is", "with all faults" basis, and without warranties, conditions or representations of any kind, express or implied, and this Agreement, and the provision of Confidential Information, shall not constitute any representation, warranty or guarantee to the Receiving Party by the Disclosing Party whatsoever, including without limitation any representation, warranty or guarantee with respect to the Confidential Information infringing, violating, misappropriating or otherwise interfering with any rights of third parties. The Disclosing Party shall not be held liable for any errors or omissions in the Confidential Information or the use, or the results of the use of, the Confidential Information. The Disclosing Party shall have no responsibility for updating or correcting any Confidential Information provided hereunder. 9. The Receiving Party understands and agrees that the Confidential Information is information of a confidential nature of the Disclosing Party, is consistently treated as such by the Disclosing Party and that the public release of this information shall cause irreparable damage to the Disclosing Party. The Confidential Information is being disclosed by the Disclosing Party in specific reliance on the commitments and representations of the Receiving Party in this Agreement. It is accordingly agreed that the Disclosing Party shall be entitled to injunctive relief to prevent breaches of this Agreement and to specifically enforce the terms and provisions hereof, in addition to any other remedy to which the Disclosing Party may be entitled at law or in equity. 10. This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and restates and super cedes any prior understandings and agreements between the parties hereto with respect thereto. No failure or delay by either party in exercising any right under this Agreement shall operate as a waiver thereof or preclude any other or further exercise of such right or the exercise of any other right under this Agreement. 11. This Agreement shall be binding during the Purpose and shall remain in effect for a period or 2 years after the Purpose is completed. 12. This Agreement shall be governed by and construed in accordance with the laws of the Province of Alberta and the federal laws of Canada applicable therein, without reference to conflicts of law principles. No Party may assign this Agreement. 13. If any provision of this Agreement is declared invalid, illegal or unenforceable by a court of competent jurisdiction such provision shall be severed from the Agreement and all other provisions of the Agreement shall remain in full force and effect. 14. This Agreement may be executed in counterparts. Each shall be deemed an original, but together shall constitute one and the same instrument. IN WITNESS WHEREOF, duly authorized representatives of the parties hereto, each after having had the opportunity to discuss this Agreement with their respective legal advisors, have executed this Agreement. JUST BIOFIBER STRUCTURAL SOLUTIONS CORP. Sign: _______________________________ Name: _______________________________ Title: _______________________________ Recipient Name ______________________________________ Sign: _______________________________ Name: _______________________________

Receiving Party may share some Confidential Information with some of Receiving Party's employees.

Entailment

NON-DISCLOSURE AGREEMENT This Agreement is made effective as of the ____ day of ___________, 20__, by and between: JUST BIOFIBER STRUCTURAL SOLUTIONS CORP., an Alberta Corporation, with offices in Calgary, Alberta ("JUST BIOFIBER"); And _______________________________________________________________, having an office in ________________________________________________________________________ ("RECIPIENT"), hereinafter collectively referred to as the “Parties” and severally as the “Party”. WHEREAS both Parties (acting as the Receiving Party) desire to receive and the both Parties (acting as the Disclosing Party) are prepared to supply certain Confidential Information (defined below) on the terms and conditions set out herein and solely for the purpose of aiding the other Party in evaluating whether the Parties wish to enter into a commercial relationship with each other (the "Purpose"); AND WHEREAS each Party has, in part, acquired the Confidential Information through the expenditure of time, effort and money and wish to protect the Confidential Information as the use or disclosure of the Confidential Information by or to anyone, but particularly to the general public or a competitor of Disclosing Party, could be highly detrimental to, and not in the best interests of, such Party; NOW THEREFORE in consideration of the premises, the mutual promises herein, and other good and valuable consideration, the Parties hereto agree as follows: 1. For the purposes of this Agreement, "Confidential Information" shall mean any and all information provided by, or on behalf of, the Disclosing Party to the Receiving Party prior to or following the execution of this Agreement and in any way relating to the Purpose (including, without limitation, any and all intellectual property, business secrets, business information, business plans, financial and pricing information, business practices, financial statements and reports, project specifications, projections, schematics and drawings, trade secrets, processes, materials, customer lists, supplier lists, sales volume, territories, markets, current, future or potential acquisitions, technical, production, operational, marketing or sales information disclosed hereunder) provided in connection therewith, regardless of form or format, provided however that Confidential Information shall not include information which the Receiving Party can establish through written records: (a) is, at the time of disclosure, readily available to the trade or the public through no fault of the Receiving Party, provided however that that where any part of such information is readily available to the trade or the public but a compilation of information which includes such part is not so available then such compilation shall be treated as Confidential Information hereunder; or (b) was rightfully in its possession prior to the disclosure of such Confidential Information to the Receiving Party by, or on behalf of, the Disclosing Party. 2. The Receiving Party shall use the Confidential Information solely for the Purpose and shall not use the Confidential Information in any manner except as reasonably required for the Purpose. Nothing in this Agreement obligates the Disclosing Party to make any particular disclosure of Confidential Information. This Agreement shall apply to all Confidential Information regardless of its form or medium, whether conveyed orally, visually, electronically or in writing, and whether or not it is designated as "confidential". 3. The Receiving Party shall protect the Disclosing Party’s interest in the Confidential Information and shall keep the Confidential Information confidential. The Receiving Party shall not disclose, allow access to, transmit or transfer the Confidential Information to any third party without the Disclosing Party’s prior written consent, provided however that the Receiving Party may disclose the Confidential Information to those of its directors, officers and employees ("Representatives") who have a need to know the Confidential Information for the Purpose provided that the Receiving Party shall ensure that such Representatives treat the Confidential Information as confidential and at all times in a manner consistent with this Agreement and the Receiving Party shall be liable for any loss or damage resulting from any Representative failing to do so. 4. The Receiving Party shall notify the Disclosing Party promptly of any unauthorized use or possession of the Confidential Information that comes to the Receiving Party’s attention. 5. In the event that the Receiving Party is required to disclose Confidential Information pursuant to any applicable law or an order from a court of competent jurisdiction, the Receiving Party shall only disclose such portion of the Confidential Information that it is legally required to disclose, and shall use all reasonable efforts to obtain confidential treatment for any Confidential Information so disclosed. The Receiving Party shall promptly notify the Disclosing Party of the required disclosure and any relevant information in respect thereto so that the Disclosing Party may take appropriate steps to protect such Confidential Information from such disclosure. 6. The Confidential Information shall not be copied or reproduced in any form or stored in a retrieval system or database by the Receiving Party without the prior consent of the Disclosing Party except for such copies and storage as may reasonably be required internally by the Receiving Party for the Purpose. All copies of the Confidential Information shall contain the same proprietary notices which may appear on the original. 7. The Receiving Party shall upon request immediately return to the Disclosing Party or destroy, as directed by the Disclosing Party, the Confidential Information and all copies thereof in any form whatsoever under the power or control of the Receiving Party or its Representatives and immediately destroy all compilations, analysis or derivative work relating to the Confidential Information. Where the Receiving Party satisfies its obligation to return or destroy the embodiments of the Confidential Information by destroying such embodiments, the Receiving Party will deliver to the Disclosing Party a certificate signed by an officer of the Receiving Party certifying such destruction of such embodiments. 8. All right, title and interest in and to the Confidential Information, including, without limitation, all patent rights, trade secret and confidential information rights, copyrights and other intellectual property, industrial, proprietary and other rights of any kind or nature, shall remain the exclusive property of the Disclosing Party, and the Confidential Information shall be held in trust and confidence by the Receiving Party for the Disclosing Party. The Disclosing Party shall retain title to all tangible media on which Confidential Information resides, including documentation, discs, and all copies thereof. No interest, license or any other right in, or to, the Confidential Information, other than expressly set out herein, is granted to the Receiving Party under this Agreement by implication or otherwise. Although the Confidential Information is obtained from sources believed to be reliable, the Confidential Information is provided hereunder on a strictly "as is", "where is", "with all faults" basis, and without warranties, conditions or representations of any kind, express or implied, and this Agreement, and the provision of Confidential Information, shall not constitute any representation, warranty or guarantee to the Receiving Party by the Disclosing Party whatsoever, including without limitation any representation, warranty or guarantee with respect to the Confidential Information infringing, violating, misappropriating or otherwise interfering with any rights of third parties. The Disclosing Party shall not be held liable for any errors or omissions in the Confidential Information or the use, or the results of the use of, the Confidential Information. The Disclosing Party shall have no responsibility for updating or correcting any Confidential Information provided hereunder. 9. The Receiving Party understands and agrees that the Confidential Information is information of a confidential nature of the Disclosing Party, is consistently treated as such by the Disclosing Party and that the public release of this information shall cause irreparable damage to the Disclosing Party. The Confidential Information is being disclosed by the Disclosing Party in specific reliance on the commitments and representations of the Receiving Party in this Agreement. It is accordingly agreed that the Disclosing Party shall be entitled to injunctive relief to prevent breaches of this Agreement and to specifically enforce the terms and provisions hereof, in addition to any other remedy to which the Disclosing Party may be entitled at law or in equity. 10. This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and restates and super cedes any prior understandings and agreements between the parties hereto with respect thereto. No failure or delay by either party in exercising any right under this Agreement shall operate as a waiver thereof or preclude any other or further exercise of such right or the exercise of any other right under this Agreement. 11. This Agreement shall be binding during the Purpose and shall remain in effect for a period or 2 years after the Purpose is completed. 12. This Agreement shall be governed by and construed in accordance with the laws of the Province of Alberta and the federal laws of Canada applicable therein, without reference to conflicts of law principles. No Party may assign this Agreement. 13. If any provision of this Agreement is declared invalid, illegal or unenforceable by a court of competent jurisdiction such provision shall be severed from the Agreement and all other provisions of the Agreement shall remain in full force and effect. 14. This Agreement may be executed in counterparts. Each shall be deemed an original, but together shall constitute one and the same instrument. IN WITNESS WHEREOF, duly authorized representatives of the parties hereto, each after having had the opportunity to discuss this Agreement with their respective legal advisors, have executed this Agreement. JUST BIOFIBER STRUCTURAL SOLUTIONS CORP. Sign: _______________________________ Name: _______________________________ Title: _______________________________ Recipient Name ______________________________________ Sign: _______________________________ Name: _______________________________

Receiving Party shall not use any Confidential Information for any purpose other than the purposes stated in Agreement.

Entailment

Johns Hopkins University NON-DISCLOSURE AGREEMENT For Bilateral Disclosure This Agreement is effective this of in the year ______ is by and between JHU and COMPANY, each defined below. JHU: The Johns Hopkins University Address: 100 N. Charles St., 5th Floor Baltimore, Maryland 21201 JHU Contact: COMPANY: Address: COMPANY Contact: WHEREAS, each party has certain technical information described below which shall hereinafter be referred to as "CONFIDENTIAL INFORMATION"; CONFIDENTIAL INFORMATION: WHEREAS, JHU and COMPANY are each interested in examining the CONFIDENTIAL INFORMATION of the other solely for the PURPOSE, defined below; PURPOSE: To explore licensing, collaborative or sponsored research agreement opportunities related to the CONFIDENTIAL INFORMATION. NOW, THEREFORE, in consideration of the premises and mutual covenants contained herein, the parties hereto agree as follows: ”PROVIDER” shall mean the party hereto disclosing CONFIDENTIAL INFORMATION to the RECIPIENT party. “RECIPIENT” shall mean the party receiving CONFIDENTIAL INFORMATION from the PROVIDER party. 1. PROVIDER, through its employee, the PROVIDER Contact, shall disclose CONFIDENTIAL INFORMATION to RECIPIENT, through its employee, the RECIPIENT Contact, to enable RECIPIENT to fully evaluate such disclosure solely for the PURPOSE. CONFIDENTIAL INFORMATION shall be indicated as confidential at the time of disclosure. 2. RECIPIENT agrees to accept the CONFIDENTIAL INFORMATION and to employ all reasonable efforts to maintain the CONFIDENTIAL INFORMATION as secret and confidential, such efforts to be no less than the degree of care employed by RECIPIENT to preserve and safeguard RECIPIENT's own confidential information. The CONFIDENTIAL INFORMATION shall not be disclosed or revealed to anyone except employees of RECIPIENT who have a need to know the CONFIDENTIAL INFORMATION for the PURPOSE and who agree to be bound by the terms of this Agreement. 3. It is hereby acknowledged by PROVIDER that RECIPIENT shall incur no liability merely for examining and considering the CONFIDENTIAL INFORMATION. However, RECIPIENT agrees that it will not use the CONFIDENTIAL INFORMATION for any purpose other than the PURPOSE without the prior written consent of PROVIDER. 4. RECIPIENT‘s obligations under Paragraphs 2 and 3 above shall not extend to any part of the CONFIDENTIAL INFORMATION: (a) that can be demonstrated to have been in the public domain or publicly known and readily available to the trade or the public prior to the date of the disclosure; or (b) that can be demonstrated, from written records, to have been in RECIPIENT's possession or readily available to RECIPIENT from another source not under obligation of secrecy to PROVIDER prior to the disclosure; or (c) that becomes part of the public domain or publicly known by publication or otherwise, not due to any unauthorized act by RECIPIENT; or (d) that is subsequently disclosed to RECIPIENT by a third party who is not under an obligation of confidentiality to PROVIDER; or (e) that is required by any law, regulation, or order of court to be disclosed by RECIPIENT. Prior to disclosing proprietary or CONFIDENTIAL INFORMATION of the PROVIDER, the RECIPIENT shall first notify and provide it an opportunity to prevent disclosure. 5. RECIPIENT's obligations under Paragraphs 2 and 3 shall extend for a period of five (5) years from the effective date of this Agreement. 6. It is understood that nothing herein shall be deemed to constitute, by implication or otherwise, the grant to RECIPIENT of any license or other rights under any patent, patent application, or other intellectual property right or interest belonging to PROVIDER, or as permitting RECIPIENT to unfairly obtain the right to use any CONFIDENTIAL INFORMATION which becomes publicly known through an improper act or omission on its part. 7. Neither party shall use the name of the other or any contraction or derivative thereof or the name(s) of the other party's faculty members, employees, or students, as applicable, in any advertising, promotional, sales literature, or fundraising documents without prior written consent from the other party. 8. The terms of this Agreement supersede any previous non-disclosure agreements or any other preliminary representations or understandings that have been entered into by the parties to this Agreement with regard to the subject CONFIDENTIAL INFORMATION. We agree to examine and consider the subject matter of the CONFIDENTIAL INFORMATION on the foregoing basis. THE JOHNS HOPKINS UNIVERSITY COMPANY By: _____________________________ By: _______________________ Printed: _____________________________ Printed: _______________________ (Name) (Name) Title: _____________________________ Title: _______________________ Date: _____________________________ Date: _______________________ AGREED AND ACCEPTED: JHU Contact COMPANY Contact By: By: ______________________ Printed: Printed: ______________________ (Name) (Name) Title: Title: ______________________ Date: Date: _______________________

Receiving Party shall not reverse engineer any objects which embody Disclosing Party's Confidential Information.

NotMentioned

Johns Hopkins University NON-DISCLOSURE AGREEMENT For Bilateral Disclosure This Agreement is effective this of in the year ______ is by and between JHU and COMPANY, each defined below. JHU: The Johns Hopkins University Address: 100 N. Charles St., 5th Floor Baltimore, Maryland 21201 JHU Contact: COMPANY: Address: COMPANY Contact: WHEREAS, each party has certain technical information described below which shall hereinafter be referred to as "CONFIDENTIAL INFORMATION"; CONFIDENTIAL INFORMATION: WHEREAS, JHU and COMPANY are each interested in examining the CONFIDENTIAL INFORMATION of the other solely for the PURPOSE, defined below; PURPOSE: To explore licensing, collaborative or sponsored research agreement opportunities related to the CONFIDENTIAL INFORMATION. NOW, THEREFORE, in consideration of the premises and mutual covenants contained herein, the parties hereto agree as follows: ”PROVIDER” shall mean the party hereto disclosing CONFIDENTIAL INFORMATION to the RECIPIENT party. “RECIPIENT” shall mean the party receiving CONFIDENTIAL INFORMATION from the PROVIDER party. 1. PROVIDER, through its employee, the PROVIDER Contact, shall disclose CONFIDENTIAL INFORMATION to RECIPIENT, through its employee, the RECIPIENT Contact, to enable RECIPIENT to fully evaluate such disclosure solely for the PURPOSE. CONFIDENTIAL INFORMATION shall be indicated as confidential at the time of disclosure. 2. RECIPIENT agrees to accept the CONFIDENTIAL INFORMATION and to employ all reasonable efforts to maintain the CONFIDENTIAL INFORMATION as secret and confidential, such efforts to be no less than the degree of care employed by RECIPIENT to preserve and safeguard RECIPIENT's own confidential information. The CONFIDENTIAL INFORMATION shall not be disclosed or revealed to anyone except employees of RECIPIENT who have a need to know the CONFIDENTIAL INFORMATION for the PURPOSE and who agree to be bound by the terms of this Agreement. 3. It is hereby acknowledged by PROVIDER that RECIPIENT shall incur no liability merely for examining and considering the CONFIDENTIAL INFORMATION. However, RECIPIENT agrees that it will not use the CONFIDENTIAL INFORMATION for any purpose other than the PURPOSE without the prior written consent of PROVIDER. 4. RECIPIENT‘s obligations under Paragraphs 2 and 3 above shall not extend to any part of the CONFIDENTIAL INFORMATION: (a) that can be demonstrated to have been in the public domain or publicly known and readily available to the trade or the public prior to the date of the disclosure; or (b) that can be demonstrated, from written records, to have been in RECIPIENT's possession or readily available to RECIPIENT from another source not under obligation of secrecy to PROVIDER prior to the disclosure; or (c) that becomes part of the public domain or publicly known by publication or otherwise, not due to any unauthorized act by RECIPIENT; or (d) that is subsequently disclosed to RECIPIENT by a third party who is not under an obligation of confidentiality to PROVIDER; or (e) that is required by any law, regulation, or order of court to be disclosed by RECIPIENT. Prior to disclosing proprietary or CONFIDENTIAL INFORMATION of the PROVIDER, the RECIPIENT shall first notify and provide it an opportunity to prevent disclosure. 5. RECIPIENT's obligations under Paragraphs 2 and 3 shall extend for a period of five (5) years from the effective date of this Agreement. 6. It is understood that nothing herein shall be deemed to constitute, by implication or otherwise, the grant to RECIPIENT of any license or other rights under any patent, patent application, or other intellectual property right or interest belonging to PROVIDER, or as permitting RECIPIENT to unfairly obtain the right to use any CONFIDENTIAL INFORMATION which becomes publicly known through an improper act or omission on its part. 7. Neither party shall use the name of the other or any contraction or derivative thereof or the name(s) of the other party's faculty members, employees, or students, as applicable, in any advertising, promotional, sales literature, or fundraising documents without prior written consent from the other party. 8. The terms of this Agreement supersede any previous non-disclosure agreements or any other preliminary representations or understandings that have been entered into by the parties to this Agreement with regard to the subject CONFIDENTIAL INFORMATION. We agree to examine and consider the subject matter of the CONFIDENTIAL INFORMATION on the foregoing basis. THE JOHNS HOPKINS UNIVERSITY COMPANY By: _____________________________ By: _______________________ Printed: _____________________________ Printed: _______________________ (Name) (Name) Title: _____________________________ Title: _______________________ Date: _____________________________ Date: _______________________ AGREED AND ACCEPTED: JHU Contact COMPANY Contact By: By: ______________________ Printed: Printed: ______________________ (Name) (Name) Title: Title: ______________________ Date: Date: _______________________

Receiving Party shall destroy or return some Confidential Information upon the termination of Agreement.

NotMentioned

Johns Hopkins University NON-DISCLOSURE AGREEMENT For Bilateral Disclosure This Agreement is effective this of in the year ______ is by and between JHU and COMPANY, each defined below. JHU: The Johns Hopkins University Address: 100 N. Charles St., 5th Floor Baltimore, Maryland 21201 JHU Contact: COMPANY: Address: COMPANY Contact: WHEREAS, each party has certain technical information described below which shall hereinafter be referred to as "CONFIDENTIAL INFORMATION"; CONFIDENTIAL INFORMATION: WHEREAS, JHU and COMPANY are each interested in examining the CONFIDENTIAL INFORMATION of the other solely for the PURPOSE, defined below; PURPOSE: To explore licensing, collaborative or sponsored research agreement opportunities related to the CONFIDENTIAL INFORMATION. NOW, THEREFORE, in consideration of the premises and mutual covenants contained herein, the parties hereto agree as follows: ”PROVIDER” shall mean the party hereto disclosing CONFIDENTIAL INFORMATION to the RECIPIENT party. “RECIPIENT” shall mean the party receiving CONFIDENTIAL INFORMATION from the PROVIDER party. 1. PROVIDER, through its employee, the PROVIDER Contact, shall disclose CONFIDENTIAL INFORMATION to RECIPIENT, through its employee, the RECIPIENT Contact, to enable RECIPIENT to fully evaluate such disclosure solely for the PURPOSE. CONFIDENTIAL INFORMATION shall be indicated as confidential at the time of disclosure. 2. RECIPIENT agrees to accept the CONFIDENTIAL INFORMATION and to employ all reasonable efforts to maintain the CONFIDENTIAL INFORMATION as secret and confidential, such efforts to be no less than the degree of care employed by RECIPIENT to preserve and safeguard RECIPIENT's own confidential information. The CONFIDENTIAL INFORMATION shall not be disclosed or revealed to anyone except employees of RECIPIENT who have a need to know the CONFIDENTIAL INFORMATION for the PURPOSE and who agree to be bound by the terms of this Agreement. 3. It is hereby acknowledged by PROVIDER that RECIPIENT shall incur no liability merely for examining and considering the CONFIDENTIAL INFORMATION. However, RECIPIENT agrees that it will not use the CONFIDENTIAL INFORMATION for any purpose other than the PURPOSE without the prior written consent of PROVIDER. 4. RECIPIENT‘s obligations under Paragraphs 2 and 3 above shall not extend to any part of the CONFIDENTIAL INFORMATION: (a) that can be demonstrated to have been in the public domain or publicly known and readily available to the trade or the public prior to the date of the disclosure; or (b) that can be demonstrated, from written records, to have been in RECIPIENT's possession or readily available to RECIPIENT from another source not under obligation of secrecy to PROVIDER prior to the disclosure; or (c) that becomes part of the public domain or publicly known by publication or otherwise, not due to any unauthorized act by RECIPIENT; or (d) that is subsequently disclosed to RECIPIENT by a third party who is not under an obligation of confidentiality to PROVIDER; or (e) that is required by any law, regulation, or order of court to be disclosed by RECIPIENT. Prior to disclosing proprietary or CONFIDENTIAL INFORMATION of the PROVIDER, the RECIPIENT shall first notify and provide it an opportunity to prevent disclosure. 5. RECIPIENT's obligations under Paragraphs 2 and 3 shall extend for a period of five (5) years from the effective date of this Agreement. 6. It is understood that nothing herein shall be deemed to constitute, by implication or otherwise, the grant to RECIPIENT of any license or other rights under any patent, patent application, or other intellectual property right or interest belonging to PROVIDER, or as permitting RECIPIENT to unfairly obtain the right to use any CONFIDENTIAL INFORMATION which becomes publicly known through an improper act or omission on its part. 7. Neither party shall use the name of the other or any contraction or derivative thereof or the name(s) of the other party's faculty members, employees, or students, as applicable, in any advertising, promotional, sales literature, or fundraising documents without prior written consent from the other party. 8. The terms of this Agreement supersede any previous non-disclosure agreements or any other preliminary representations or understandings that have been entered into by the parties to this Agreement with regard to the subject CONFIDENTIAL INFORMATION. We agree to examine and consider the subject matter of the CONFIDENTIAL INFORMATION on the foregoing basis. THE JOHNS HOPKINS UNIVERSITY COMPANY By: _____________________________ By: _______________________ Printed: _____________________________ Printed: _______________________ (Name) (Name) Title: _____________________________ Title: _______________________ Date: _____________________________ Date: _______________________ AGREED AND ACCEPTED: JHU Contact COMPANY Contact By: By: ______________________ Printed: Printed: ______________________ (Name) (Name) Title: Title: ______________________ Date: Date: _______________________

Agreement shall not grant Receiving Party any right to Confidential Information.

Entailment

Johns Hopkins University NON-DISCLOSURE AGREEMENT For Bilateral Disclosure This Agreement is effective this of in the year ______ is by and between JHU and COMPANY, each defined below. JHU: The Johns Hopkins University Address: 100 N. Charles St., 5th Floor Baltimore, Maryland 21201 JHU Contact: COMPANY: Address: COMPANY Contact: WHEREAS, each party has certain technical information described below which shall hereinafter be referred to as "CONFIDENTIAL INFORMATION"; CONFIDENTIAL INFORMATION: WHEREAS, JHU and COMPANY are each interested in examining the CONFIDENTIAL INFORMATION of the other solely for the PURPOSE, defined below; PURPOSE: To explore licensing, collaborative or sponsored research agreement opportunities related to the CONFIDENTIAL INFORMATION. NOW, THEREFORE, in consideration of the premises and mutual covenants contained herein, the parties hereto agree as follows: ”PROVIDER” shall mean the party hereto disclosing CONFIDENTIAL INFORMATION to the RECIPIENT party. “RECIPIENT” shall mean the party receiving CONFIDENTIAL INFORMATION from the PROVIDER party. 1. PROVIDER, through its employee, the PROVIDER Contact, shall disclose CONFIDENTIAL INFORMATION to RECIPIENT, through its employee, the RECIPIENT Contact, to enable RECIPIENT to fully evaluate such disclosure solely for the PURPOSE. CONFIDENTIAL INFORMATION shall be indicated as confidential at the time of disclosure. 2. RECIPIENT agrees to accept the CONFIDENTIAL INFORMATION and to employ all reasonable efforts to maintain the CONFIDENTIAL INFORMATION as secret and confidential, such efforts to be no less than the degree of care employed by RECIPIENT to preserve and safeguard RECIPIENT's own confidential information. The CONFIDENTIAL INFORMATION shall not be disclosed or revealed to anyone except employees of RECIPIENT who have a need to know the CONFIDENTIAL INFORMATION for the PURPOSE and who agree to be bound by the terms of this Agreement. 3. It is hereby acknowledged by PROVIDER that RECIPIENT shall incur no liability merely for examining and considering the CONFIDENTIAL INFORMATION. However, RECIPIENT agrees that it will not use the CONFIDENTIAL INFORMATION for any purpose other than the PURPOSE without the prior written consent of PROVIDER. 4. RECIPIENT‘s obligations under Paragraphs 2 and 3 above shall not extend to any part of the CONFIDENTIAL INFORMATION: (a) that can be demonstrated to have been in the public domain or publicly known and readily available to the trade or the public prior to the date of the disclosure; or (b) that can be demonstrated, from written records, to have been in RECIPIENT's possession or readily available to RECIPIENT from another source not under obligation of secrecy to PROVIDER prior to the disclosure; or (c) that becomes part of the public domain or publicly known by publication or otherwise, not due to any unauthorized act by RECIPIENT; or (d) that is subsequently disclosed to RECIPIENT by a third party who is not under an obligation of confidentiality to PROVIDER; or (e) that is required by any law, regulation, or order of court to be disclosed by RECIPIENT. Prior to disclosing proprietary or CONFIDENTIAL INFORMATION of the PROVIDER, the RECIPIENT shall first notify and provide it an opportunity to prevent disclosure. 5. RECIPIENT's obligations under Paragraphs 2 and 3 shall extend for a period of five (5) years from the effective date of this Agreement. 6. It is understood that nothing herein shall be deemed to constitute, by implication or otherwise, the grant to RECIPIENT of any license or other rights under any patent, patent application, or other intellectual property right or interest belonging to PROVIDER, or as permitting RECIPIENT to unfairly obtain the right to use any CONFIDENTIAL INFORMATION which becomes publicly known through an improper act or omission on its part. 7. Neither party shall use the name of the other or any contraction or derivative thereof or the name(s) of the other party's faculty members, employees, or students, as applicable, in any advertising, promotional, sales literature, or fundraising documents without prior written consent from the other party. 8. The terms of this Agreement supersede any previous non-disclosure agreements or any other preliminary representations or understandings that have been entered into by the parties to this Agreement with regard to the subject CONFIDENTIAL INFORMATION. We agree to examine and consider the subject matter of the CONFIDENTIAL INFORMATION on the foregoing basis. THE JOHNS HOPKINS UNIVERSITY COMPANY By: _____________________________ By: _______________________ Printed: _____________________________ Printed: _______________________ (Name) (Name) Title: _____________________________ Title: _______________________ Date: _____________________________ Date: _______________________ AGREED AND ACCEPTED: JHU Contact COMPANY Contact By: By: ______________________ Printed: Printed: ______________________ (Name) (Name) Title: Title: ______________________ Date: Date: _______________________

Receiving Party shall not disclose the fact that Agreement was agreed or negotiated.

NotMentioned

Johns Hopkins University NON-DISCLOSURE AGREEMENT For Bilateral Disclosure This Agreement is effective this of in the year ______ is by and between JHU and COMPANY, each defined below. JHU: The Johns Hopkins University Address: 100 N. Charles St., 5th Floor Baltimore, Maryland 21201 JHU Contact: COMPANY: Address: COMPANY Contact: WHEREAS, each party has certain technical information described below which shall hereinafter be referred to as "CONFIDENTIAL INFORMATION"; CONFIDENTIAL INFORMATION: WHEREAS, JHU and COMPANY are each interested in examining the CONFIDENTIAL INFORMATION of the other solely for the PURPOSE, defined below; PURPOSE: To explore licensing, collaborative or sponsored research agreement opportunities related to the CONFIDENTIAL INFORMATION. NOW, THEREFORE, in consideration of the premises and mutual covenants contained herein, the parties hereto agree as follows: ”PROVIDER” shall mean the party hereto disclosing CONFIDENTIAL INFORMATION to the RECIPIENT party. “RECIPIENT” shall mean the party receiving CONFIDENTIAL INFORMATION from the PROVIDER party. 1. PROVIDER, through its employee, the PROVIDER Contact, shall disclose CONFIDENTIAL INFORMATION to RECIPIENT, through its employee, the RECIPIENT Contact, to enable RECIPIENT to fully evaluate such disclosure solely for the PURPOSE. CONFIDENTIAL INFORMATION shall be indicated as confidential at the time of disclosure. 2. RECIPIENT agrees to accept the CONFIDENTIAL INFORMATION and to employ all reasonable efforts to maintain the CONFIDENTIAL INFORMATION as secret and confidential, such efforts to be no less than the degree of care employed by RECIPIENT to preserve and safeguard RECIPIENT's own confidential information. The CONFIDENTIAL INFORMATION shall not be disclosed or revealed to anyone except employees of RECIPIENT who have a need to know the CONFIDENTIAL INFORMATION for the PURPOSE and who agree to be bound by the terms of this Agreement. 3. It is hereby acknowledged by PROVIDER that RECIPIENT shall incur no liability merely for examining and considering the CONFIDENTIAL INFORMATION. However, RECIPIENT agrees that it will not use the CONFIDENTIAL INFORMATION for any purpose other than the PURPOSE without the prior written consent of PROVIDER. 4. RECIPIENT‘s obligations under Paragraphs 2 and 3 above shall not extend to any part of the CONFIDENTIAL INFORMATION: (a) that can be demonstrated to have been in the public domain or publicly known and readily available to the trade or the public prior to the date of the disclosure; or (b) that can be demonstrated, from written records, to have been in RECIPIENT's possession or readily available to RECIPIENT from another source not under obligation of secrecy to PROVIDER prior to the disclosure; or (c) that becomes part of the public domain or publicly known by publication or otherwise, not due to any unauthorized act by RECIPIENT; or (d) that is subsequently disclosed to RECIPIENT by a third party who is not under an obligation of confidentiality to PROVIDER; or (e) that is required by any law, regulation, or order of court to be disclosed by RECIPIENT. Prior to disclosing proprietary or CONFIDENTIAL INFORMATION of the PROVIDER, the RECIPIENT shall first notify and provide it an opportunity to prevent disclosure. 5. RECIPIENT's obligations under Paragraphs 2 and 3 shall extend for a period of five (5) years from the effective date of this Agreement. 6. It is understood that nothing herein shall be deemed to constitute, by implication or otherwise, the grant to RECIPIENT of any license or other rights under any patent, patent application, or other intellectual property right or interest belonging to PROVIDER, or as permitting RECIPIENT to unfairly obtain the right to use any CONFIDENTIAL INFORMATION which becomes publicly known through an improper act or omission on its part. 7. Neither party shall use the name of the other or any contraction or derivative thereof or the name(s) of the other party's faculty members, employees, or students, as applicable, in any advertising, promotional, sales literature, or fundraising documents without prior written consent from the other party. 8. The terms of this Agreement supersede any previous non-disclosure agreements or any other preliminary representations or understandings that have been entered into by the parties to this Agreement with regard to the subject CONFIDENTIAL INFORMATION. We agree to examine and consider the subject matter of the CONFIDENTIAL INFORMATION on the foregoing basis. THE JOHNS HOPKINS UNIVERSITY COMPANY By: _____________________________ By: _______________________ Printed: _____________________________ Printed: _______________________ (Name) (Name) Title: _____________________________ Title: _______________________ Date: _____________________________ Date: _______________________ AGREED AND ACCEPTED: JHU Contact COMPANY Contact By: By: ______________________ Printed: Printed: ______________________ (Name) (Name) Title: Title: ______________________ Date: Date: _______________________

Confidential Information shall only include technical information.

Entailment

Johns Hopkins University NON-DISCLOSURE AGREEMENT For Bilateral Disclosure This Agreement is effective this of in the year ______ is by and between JHU and COMPANY, each defined below. JHU: The Johns Hopkins University Address: 100 N. Charles St., 5th Floor Baltimore, Maryland 21201 JHU Contact: COMPANY: Address: COMPANY Contact: WHEREAS, each party has certain technical information described below which shall hereinafter be referred to as "CONFIDENTIAL INFORMATION"; CONFIDENTIAL INFORMATION: WHEREAS, JHU and COMPANY are each interested in examining the CONFIDENTIAL INFORMATION of the other solely for the PURPOSE, defined below; PURPOSE: To explore licensing, collaborative or sponsored research agreement opportunities related to the CONFIDENTIAL INFORMATION. NOW, THEREFORE, in consideration of the premises and mutual covenants contained herein, the parties hereto agree as follows: ”PROVIDER” shall mean the party hereto disclosing CONFIDENTIAL INFORMATION to the RECIPIENT party. “RECIPIENT” shall mean the party receiving CONFIDENTIAL INFORMATION from the PROVIDER party. 1. PROVIDER, through its employee, the PROVIDER Contact, shall disclose CONFIDENTIAL INFORMATION to RECIPIENT, through its employee, the RECIPIENT Contact, to enable RECIPIENT to fully evaluate such disclosure solely for the PURPOSE. CONFIDENTIAL INFORMATION shall be indicated as confidential at the time of disclosure. 2. RECIPIENT agrees to accept the CONFIDENTIAL INFORMATION and to employ all reasonable efforts to maintain the CONFIDENTIAL INFORMATION as secret and confidential, such efforts to be no less than the degree of care employed by RECIPIENT to preserve and safeguard RECIPIENT's own confidential information. The CONFIDENTIAL INFORMATION shall not be disclosed or revealed to anyone except employees of RECIPIENT who have a need to know the CONFIDENTIAL INFORMATION for the PURPOSE and who agree to be bound by the terms of this Agreement. 3. It is hereby acknowledged by PROVIDER that RECIPIENT shall incur no liability merely for examining and considering the CONFIDENTIAL INFORMATION. However, RECIPIENT agrees that it will not use the CONFIDENTIAL INFORMATION for any purpose other than the PURPOSE without the prior written consent of PROVIDER. 4. RECIPIENT‘s obligations under Paragraphs 2 and 3 above shall not extend to any part of the CONFIDENTIAL INFORMATION: (a) that can be demonstrated to have been in the public domain or publicly known and readily available to the trade or the public prior to the date of the disclosure; or (b) that can be demonstrated, from written records, to have been in RECIPIENT's possession or readily available to RECIPIENT from another source not under obligation of secrecy to PROVIDER prior to the disclosure; or (c) that becomes part of the public domain or publicly known by publication or otherwise, not due to any unauthorized act by RECIPIENT; or (d) that is subsequently disclosed to RECIPIENT by a third party who is not under an obligation of confidentiality to PROVIDER; or (e) that is required by any law, regulation, or order of court to be disclosed by RECIPIENT. Prior to disclosing proprietary or CONFIDENTIAL INFORMATION of the PROVIDER, the RECIPIENT shall first notify and provide it an opportunity to prevent disclosure. 5. RECIPIENT's obligations under Paragraphs 2 and 3 shall extend for a period of five (5) years from the effective date of this Agreement. 6. It is understood that nothing herein shall be deemed to constitute, by implication or otherwise, the grant to RECIPIENT of any license or other rights under any patent, patent application, or other intellectual property right or interest belonging to PROVIDER, or as permitting RECIPIENT to unfairly obtain the right to use any CONFIDENTIAL INFORMATION which becomes publicly known through an improper act or omission on its part. 7. Neither party shall use the name of the other or any contraction or derivative thereof or the name(s) of the other party's faculty members, employees, or students, as applicable, in any advertising, promotional, sales literature, or fundraising documents without prior written consent from the other party. 8. The terms of this Agreement supersede any previous non-disclosure agreements or any other preliminary representations or understandings that have been entered into by the parties to this Agreement with regard to the subject CONFIDENTIAL INFORMATION. We agree to examine and consider the subject matter of the CONFIDENTIAL INFORMATION on the foregoing basis. THE JOHNS HOPKINS UNIVERSITY COMPANY By: _____________________________ By: _______________________ Printed: _____________________________ Printed: _______________________ (Name) (Name) Title: _____________________________ Title: _______________________ Date: _____________________________ Date: _______________________ AGREED AND ACCEPTED: JHU Contact COMPANY Contact By: By: ______________________ Printed: Printed: ______________________ (Name) (Name) Title: Title: ______________________ Date: Date: _______________________

All Confidential Information shall be expressly identified by the Disclosing Party.

Entailment

Johns Hopkins University NON-DISCLOSURE AGREEMENT For Bilateral Disclosure This Agreement is effective this of in the year ______ is by and between JHU and COMPANY, each defined below. JHU: The Johns Hopkins University Address: 100 N. Charles St., 5th Floor Baltimore, Maryland 21201 JHU Contact: COMPANY: Address: COMPANY Contact: WHEREAS, each party has certain technical information described below which shall hereinafter be referred to as "CONFIDENTIAL INFORMATION"; CONFIDENTIAL INFORMATION: WHEREAS, JHU and COMPANY are each interested in examining the CONFIDENTIAL INFORMATION of the other solely for the PURPOSE, defined below; PURPOSE: To explore licensing, collaborative or sponsored research agreement opportunities related to the CONFIDENTIAL INFORMATION. NOW, THEREFORE, in consideration of the premises and mutual covenants contained herein, the parties hereto agree as follows: ”PROVIDER” shall mean the party hereto disclosing CONFIDENTIAL INFORMATION to the RECIPIENT party. “RECIPIENT” shall mean the party receiving CONFIDENTIAL INFORMATION from the PROVIDER party. 1. PROVIDER, through its employee, the PROVIDER Contact, shall disclose CONFIDENTIAL INFORMATION to RECIPIENT, through its employee, the RECIPIENT Contact, to enable RECIPIENT to fully evaluate such disclosure solely for the PURPOSE. CONFIDENTIAL INFORMATION shall be indicated as confidential at the time of disclosure. 2. RECIPIENT agrees to accept the CONFIDENTIAL INFORMATION and to employ all reasonable efforts to maintain the CONFIDENTIAL INFORMATION as secret and confidential, such efforts to be no less than the degree of care employed by RECIPIENT to preserve and safeguard RECIPIENT's own confidential information. The CONFIDENTIAL INFORMATION shall not be disclosed or revealed to anyone except employees of RECIPIENT who have a need to know the CONFIDENTIAL INFORMATION for the PURPOSE and who agree to be bound by the terms of this Agreement. 3. It is hereby acknowledged by PROVIDER that RECIPIENT shall incur no liability merely for examining and considering the CONFIDENTIAL INFORMATION. However, RECIPIENT agrees that it will not use the CONFIDENTIAL INFORMATION for any purpose other than the PURPOSE without the prior written consent of PROVIDER. 4. RECIPIENT‘s obligations under Paragraphs 2 and 3 above shall not extend to any part of the CONFIDENTIAL INFORMATION: (a) that can be demonstrated to have been in the public domain or publicly known and readily available to the trade or the public prior to the date of the disclosure; or (b) that can be demonstrated, from written records, to have been in RECIPIENT's possession or readily available to RECIPIENT from another source not under obligation of secrecy to PROVIDER prior to the disclosure; or (c) that becomes part of the public domain or publicly known by publication or otherwise, not due to any unauthorized act by RECIPIENT; or (d) that is subsequently disclosed to RECIPIENT by a third party who is not under an obligation of confidentiality to PROVIDER; or (e) that is required by any law, regulation, or order of court to be disclosed by RECIPIENT. Prior to disclosing proprietary or CONFIDENTIAL INFORMATION of the PROVIDER, the RECIPIENT shall first notify and provide it an opportunity to prevent disclosure. 5. RECIPIENT's obligations under Paragraphs 2 and 3 shall extend for a period of five (5) years from the effective date of this Agreement. 6. It is understood that nothing herein shall be deemed to constitute, by implication or otherwise, the grant to RECIPIENT of any license or other rights under any patent, patent application, or other intellectual property right or interest belonging to PROVIDER, or as permitting RECIPIENT to unfairly obtain the right to use any CONFIDENTIAL INFORMATION which becomes publicly known through an improper act or omission on its part. 7. Neither party shall use the name of the other or any contraction or derivative thereof or the name(s) of the other party's faculty members, employees, or students, as applicable, in any advertising, promotional, sales literature, or fundraising documents without prior written consent from the other party. 8. The terms of this Agreement supersede any previous non-disclosure agreements or any other preliminary representations or understandings that have been entered into by the parties to this Agreement with regard to the subject CONFIDENTIAL INFORMATION. We agree to examine and consider the subject matter of the CONFIDENTIAL INFORMATION on the foregoing basis. THE JOHNS HOPKINS UNIVERSITY COMPANY By: _____________________________ By: _______________________ Printed: _____________________________ Printed: _______________________ (Name) (Name) Title: _____________________________ Title: _______________________ Date: _____________________________ Date: _______________________ AGREED AND ACCEPTED: JHU Contact COMPANY Contact By: By: ______________________ Printed: Printed: ______________________ (Name) (Name) Title: Title: ______________________ Date: Date: _______________________

Some obligations of Agreement may survive termination of Agreement.

Contradiction

Johns Hopkins University NON-DISCLOSURE AGREEMENT For Bilateral Disclosure This Agreement is effective this of in the year ______ is by and between JHU and COMPANY, each defined below. JHU: The Johns Hopkins University Address: 100 N. Charles St., 5th Floor Baltimore, Maryland 21201 JHU Contact: COMPANY: Address: COMPANY Contact: WHEREAS, each party has certain technical information described below which shall hereinafter be referred to as "CONFIDENTIAL INFORMATION"; CONFIDENTIAL INFORMATION: WHEREAS, JHU and COMPANY are each interested in examining the CONFIDENTIAL INFORMATION of the other solely for the PURPOSE, defined below; PURPOSE: To explore licensing, collaborative or sponsored research agreement opportunities related to the CONFIDENTIAL INFORMATION. NOW, THEREFORE, in consideration of the premises and mutual covenants contained herein, the parties hereto agree as follows: ”PROVIDER” shall mean the party hereto disclosing CONFIDENTIAL INFORMATION to the RECIPIENT party. “RECIPIENT” shall mean the party receiving CONFIDENTIAL INFORMATION from the PROVIDER party. 1. PROVIDER, through its employee, the PROVIDER Contact, shall disclose CONFIDENTIAL INFORMATION to RECIPIENT, through its employee, the RECIPIENT Contact, to enable RECIPIENT to fully evaluate such disclosure solely for the PURPOSE. CONFIDENTIAL INFORMATION shall be indicated as confidential at the time of disclosure. 2. RECIPIENT agrees to accept the CONFIDENTIAL INFORMATION and to employ all reasonable efforts to maintain the CONFIDENTIAL INFORMATION as secret and confidential, such efforts to be no less than the degree of care employed by RECIPIENT to preserve and safeguard RECIPIENT's own confidential information. The CONFIDENTIAL INFORMATION shall not be disclosed or revealed to anyone except employees of RECIPIENT who have a need to know the CONFIDENTIAL INFORMATION for the PURPOSE and who agree to be bound by the terms of this Agreement. 3. It is hereby acknowledged by PROVIDER that RECIPIENT shall incur no liability merely for examining and considering the CONFIDENTIAL INFORMATION. However, RECIPIENT agrees that it will not use the CONFIDENTIAL INFORMATION for any purpose other than the PURPOSE without the prior written consent of PROVIDER. 4. RECIPIENT‘s obligations under Paragraphs 2 and 3 above shall not extend to any part of the CONFIDENTIAL INFORMATION: (a) that can be demonstrated to have been in the public domain or publicly known and readily available to the trade or the public prior to the date of the disclosure; or (b) that can be demonstrated, from written records, to have been in RECIPIENT's possession or readily available to RECIPIENT from another source not under obligation of secrecy to PROVIDER prior to the disclosure; or (c) that becomes part of the public domain or publicly known by publication or otherwise, not due to any unauthorized act by RECIPIENT; or (d) that is subsequently disclosed to RECIPIENT by a third party who is not under an obligation of confidentiality to PROVIDER; or (e) that is required by any law, regulation, or order of court to be disclosed by RECIPIENT. Prior to disclosing proprietary or CONFIDENTIAL INFORMATION of the PROVIDER, the RECIPIENT shall first notify and provide it an opportunity to prevent disclosure. 5. RECIPIENT's obligations under Paragraphs 2 and 3 shall extend for a period of five (5) years from the effective date of this Agreement. 6. It is understood that nothing herein shall be deemed to constitute, by implication or otherwise, the grant to RECIPIENT of any license or other rights under any patent, patent application, or other intellectual property right or interest belonging to PROVIDER, or as permitting RECIPIENT to unfairly obtain the right to use any CONFIDENTIAL INFORMATION which becomes publicly known through an improper act or omission on its part. 7. Neither party shall use the name of the other or any contraction or derivative thereof or the name(s) of the other party's faculty members, employees, or students, as applicable, in any advertising, promotional, sales literature, or fundraising documents without prior written consent from the other party. 8. The terms of this Agreement supersede any previous non-disclosure agreements or any other preliminary representations or understandings that have been entered into by the parties to this Agreement with regard to the subject CONFIDENTIAL INFORMATION. We agree to examine and consider the subject matter of the CONFIDENTIAL INFORMATION on the foregoing basis. THE JOHNS HOPKINS UNIVERSITY COMPANY By: _____________________________ By: _______________________ Printed: _____________________________ Printed: _______________________ (Name) (Name) Title: _____________________________ Title: _______________________ Date: _____________________________ Date: _______________________ AGREED AND ACCEPTED: JHU Contact COMPANY Contact By: By: ______________________ Printed: Printed: ______________________ (Name) (Name) Title: Title: ______________________ Date: Date: _______________________

Receiving Party may independently develop information similar to Confidential Information.

NotMentioned

Johns Hopkins University NON-DISCLOSURE AGREEMENT For Bilateral Disclosure This Agreement is effective this of in the year ______ is by and between JHU and COMPANY, each defined below. JHU: The Johns Hopkins University Address: 100 N. Charles St., 5th Floor Baltimore, Maryland 21201 JHU Contact: COMPANY: Address: COMPANY Contact: WHEREAS, each party has certain technical information described below which shall hereinafter be referred to as "CONFIDENTIAL INFORMATION"; CONFIDENTIAL INFORMATION: WHEREAS, JHU and COMPANY are each interested in examining the CONFIDENTIAL INFORMATION of the other solely for the PURPOSE, defined below; PURPOSE: To explore licensing, collaborative or sponsored research agreement opportunities related to the CONFIDENTIAL INFORMATION. NOW, THEREFORE, in consideration of the premises and mutual covenants contained herein, the parties hereto agree as follows: ”PROVIDER” shall mean the party hereto disclosing CONFIDENTIAL INFORMATION to the RECIPIENT party. “RECIPIENT” shall mean the party receiving CONFIDENTIAL INFORMATION from the PROVIDER party. 1. PROVIDER, through its employee, the PROVIDER Contact, shall disclose CONFIDENTIAL INFORMATION to RECIPIENT, through its employee, the RECIPIENT Contact, to enable RECIPIENT to fully evaluate such disclosure solely for the PURPOSE. CONFIDENTIAL INFORMATION shall be indicated as confidential at the time of disclosure. 2. RECIPIENT agrees to accept the CONFIDENTIAL INFORMATION and to employ all reasonable efforts to maintain the CONFIDENTIAL INFORMATION as secret and confidential, such efforts to be no less than the degree of care employed by RECIPIENT to preserve and safeguard RECIPIENT's own confidential information. The CONFIDENTIAL INFORMATION shall not be disclosed or revealed to anyone except employees of RECIPIENT who have a need to know the CONFIDENTIAL INFORMATION for the PURPOSE and who agree to be bound by the terms of this Agreement. 3. It is hereby acknowledged by PROVIDER that RECIPIENT shall incur no liability merely for examining and considering the CONFIDENTIAL INFORMATION. However, RECIPIENT agrees that it will not use the CONFIDENTIAL INFORMATION for any purpose other than the PURPOSE without the prior written consent of PROVIDER. 4. RECIPIENT‘s obligations under Paragraphs 2 and 3 above shall not extend to any part of the CONFIDENTIAL INFORMATION: (a) that can be demonstrated to have been in the public domain or publicly known and readily available to the trade or the public prior to the date of the disclosure; or (b) that can be demonstrated, from written records, to have been in RECIPIENT's possession or readily available to RECIPIENT from another source not under obligation of secrecy to PROVIDER prior to the disclosure; or (c) that becomes part of the public domain or publicly known by publication or otherwise, not due to any unauthorized act by RECIPIENT; or (d) that is subsequently disclosed to RECIPIENT by a third party who is not under an obligation of confidentiality to PROVIDER; or (e) that is required by any law, regulation, or order of court to be disclosed by RECIPIENT. Prior to disclosing proprietary or CONFIDENTIAL INFORMATION of the PROVIDER, the RECIPIENT shall first notify and provide it an opportunity to prevent disclosure. 5. RECIPIENT's obligations under Paragraphs 2 and 3 shall extend for a period of five (5) years from the effective date of this Agreement. 6. It is understood that nothing herein shall be deemed to constitute, by implication or otherwise, the grant to RECIPIENT of any license or other rights under any patent, patent application, or other intellectual property right or interest belonging to PROVIDER, or as permitting RECIPIENT to unfairly obtain the right to use any CONFIDENTIAL INFORMATION which becomes publicly known through an improper act or omission on its part. 7. Neither party shall use the name of the other or any contraction or derivative thereof or the name(s) of the other party's faculty members, employees, or students, as applicable, in any advertising, promotional, sales literature, or fundraising documents without prior written consent from the other party. 8. The terms of this Agreement supersede any previous non-disclosure agreements or any other preliminary representations or understandings that have been entered into by the parties to this Agreement with regard to the subject CONFIDENTIAL INFORMATION. We agree to examine and consider the subject matter of the CONFIDENTIAL INFORMATION on the foregoing basis. THE JOHNS HOPKINS UNIVERSITY COMPANY By: _____________________________ By: _______________________ Printed: _____________________________ Printed: _______________________ (Name) (Name) Title: _____________________________ Title: _______________________ Date: _____________________________ Date: _______________________ AGREED AND ACCEPTED: JHU Contact COMPANY Contact By: By: ______________________ Printed: Printed: ______________________ (Name) (Name) Title: Title: ______________________ Date: Date: _______________________

Receiving Party may retain some Confidential Information even after the return or destruction of Confidential Information.

NotMentioned

Johns Hopkins University NON-DISCLOSURE AGREEMENT For Bilateral Disclosure This Agreement is effective this of in the year ______ is by and between JHU and COMPANY, each defined below. JHU: The Johns Hopkins University Address: 100 N. Charles St., 5th Floor Baltimore, Maryland 21201 JHU Contact: COMPANY: Address: COMPANY Contact: WHEREAS, each party has certain technical information described below which shall hereinafter be referred to as "CONFIDENTIAL INFORMATION"; CONFIDENTIAL INFORMATION: WHEREAS, JHU and COMPANY are each interested in examining the CONFIDENTIAL INFORMATION of the other solely for the PURPOSE, defined below; PURPOSE: To explore licensing, collaborative or sponsored research agreement opportunities related to the CONFIDENTIAL INFORMATION. NOW, THEREFORE, in consideration of the premises and mutual covenants contained herein, the parties hereto agree as follows: ”PROVIDER” shall mean the party hereto disclosing CONFIDENTIAL INFORMATION to the RECIPIENT party. “RECIPIENT” shall mean the party receiving CONFIDENTIAL INFORMATION from the PROVIDER party. 1. PROVIDER, through its employee, the PROVIDER Contact, shall disclose CONFIDENTIAL INFORMATION to RECIPIENT, through its employee, the RECIPIENT Contact, to enable RECIPIENT to fully evaluate such disclosure solely for the PURPOSE. CONFIDENTIAL INFORMATION shall be indicated as confidential at the time of disclosure. 2. RECIPIENT agrees to accept the CONFIDENTIAL INFORMATION and to employ all reasonable efforts to maintain the CONFIDENTIAL INFORMATION as secret and confidential, such efforts to be no less than the degree of care employed by RECIPIENT to preserve and safeguard RECIPIENT's own confidential information. The CONFIDENTIAL INFORMATION shall not be disclosed or revealed to anyone except employees of RECIPIENT who have a need to know the CONFIDENTIAL INFORMATION for the PURPOSE and who agree to be bound by the terms of this Agreement. 3. It is hereby acknowledged by PROVIDER that RECIPIENT shall incur no liability merely for examining and considering the CONFIDENTIAL INFORMATION. However, RECIPIENT agrees that it will not use the CONFIDENTIAL INFORMATION for any purpose other than the PURPOSE without the prior written consent of PROVIDER. 4. RECIPIENT‘s obligations under Paragraphs 2 and 3 above shall not extend to any part of the CONFIDENTIAL INFORMATION: (a) that can be demonstrated to have been in the public domain or publicly known and readily available to the trade or the public prior to the date of the disclosure; or (b) that can be demonstrated, from written records, to have been in RECIPIENT's possession or readily available to RECIPIENT from another source not under obligation of secrecy to PROVIDER prior to the disclosure; or (c) that becomes part of the public domain or publicly known by publication or otherwise, not due to any unauthorized act by RECIPIENT; or (d) that is subsequently disclosed to RECIPIENT by a third party who is not under an obligation of confidentiality to PROVIDER; or (e) that is required by any law, regulation, or order of court to be disclosed by RECIPIENT. Prior to disclosing proprietary or CONFIDENTIAL INFORMATION of the PROVIDER, the RECIPIENT shall first notify and provide it an opportunity to prevent disclosure. 5. RECIPIENT's obligations under Paragraphs 2 and 3 shall extend for a period of five (5) years from the effective date of this Agreement. 6. It is understood that nothing herein shall be deemed to constitute, by implication or otherwise, the grant to RECIPIENT of any license or other rights under any patent, patent application, or other intellectual property right or interest belonging to PROVIDER, or as permitting RECIPIENT to unfairly obtain the right to use any CONFIDENTIAL INFORMATION which becomes publicly known through an improper act or omission on its part. 7. Neither party shall use the name of the other or any contraction or derivative thereof or the name(s) of the other party's faculty members, employees, or students, as applicable, in any advertising, promotional, sales literature, or fundraising documents without prior written consent from the other party. 8. The terms of this Agreement supersede any previous non-disclosure agreements or any other preliminary representations or understandings that have been entered into by the parties to this Agreement with regard to the subject CONFIDENTIAL INFORMATION. We agree to examine and consider the subject matter of the CONFIDENTIAL INFORMATION on the foregoing basis. THE JOHNS HOPKINS UNIVERSITY COMPANY By: _____________________________ By: _______________________ Printed: _____________________________ Printed: _______________________ (Name) (Name) Title: _____________________________ Title: _______________________ Date: _____________________________ Date: _______________________ AGREED AND ACCEPTED: JHU Contact COMPANY Contact By: By: ______________________ Printed: Printed: ______________________ (Name) (Name) Title: Title: ______________________ Date: Date: _______________________

Confidential Information may include verbally conveyed information.

NotMentioned

Johns Hopkins University NON-DISCLOSURE AGREEMENT For Bilateral Disclosure This Agreement is effective this of in the year ______ is by and between JHU and COMPANY, each defined below. JHU: The Johns Hopkins University Address: 100 N. Charles St., 5th Floor Baltimore, Maryland 21201 JHU Contact: COMPANY: Address: COMPANY Contact: WHEREAS, each party has certain technical information described below which shall hereinafter be referred to as "CONFIDENTIAL INFORMATION"; CONFIDENTIAL INFORMATION: WHEREAS, JHU and COMPANY are each interested in examining the CONFIDENTIAL INFORMATION of the other solely for the PURPOSE, defined below; PURPOSE: To explore licensing, collaborative or sponsored research agreement opportunities related to the CONFIDENTIAL INFORMATION. NOW, THEREFORE, in consideration of the premises and mutual covenants contained herein, the parties hereto agree as follows: ”PROVIDER” shall mean the party hereto disclosing CONFIDENTIAL INFORMATION to the RECIPIENT party. “RECIPIENT” shall mean the party receiving CONFIDENTIAL INFORMATION from the PROVIDER party. 1. PROVIDER, through its employee, the PROVIDER Contact, shall disclose CONFIDENTIAL INFORMATION to RECIPIENT, through its employee, the RECIPIENT Contact, to enable RECIPIENT to fully evaluate such disclosure solely for the PURPOSE. CONFIDENTIAL INFORMATION shall be indicated as confidential at the time of disclosure. 2. RECIPIENT agrees to accept the CONFIDENTIAL INFORMATION and to employ all reasonable efforts to maintain the CONFIDENTIAL INFORMATION as secret and confidential, such efforts to be no less than the degree of care employed by RECIPIENT to preserve and safeguard RECIPIENT's own confidential information. The CONFIDENTIAL INFORMATION shall not be disclosed or revealed to anyone except employees of RECIPIENT who have a need to know the CONFIDENTIAL INFORMATION for the PURPOSE and who agree to be bound by the terms of this Agreement. 3. It is hereby acknowledged by PROVIDER that RECIPIENT shall incur no liability merely for examining and considering the CONFIDENTIAL INFORMATION. However, RECIPIENT agrees that it will not use the CONFIDENTIAL INFORMATION for any purpose other than the PURPOSE without the prior written consent of PROVIDER. 4. RECIPIENT‘s obligations under Paragraphs 2 and 3 above shall not extend to any part of the CONFIDENTIAL INFORMATION: (a) that can be demonstrated to have been in the public domain or publicly known and readily available to the trade or the public prior to the date of the disclosure; or (b) that can be demonstrated, from written records, to have been in RECIPIENT's possession or readily available to RECIPIENT from another source not under obligation of secrecy to PROVIDER prior to the disclosure; or (c) that becomes part of the public domain or publicly known by publication or otherwise, not due to any unauthorized act by RECIPIENT; or (d) that is subsequently disclosed to RECIPIENT by a third party who is not under an obligation of confidentiality to PROVIDER; or (e) that is required by any law, regulation, or order of court to be disclosed by RECIPIENT. Prior to disclosing proprietary or CONFIDENTIAL INFORMATION of the PROVIDER, the RECIPIENT shall first notify and provide it an opportunity to prevent disclosure. 5. RECIPIENT's obligations under Paragraphs 2 and 3 shall extend for a period of five (5) years from the effective date of this Agreement. 6. It is understood that nothing herein shall be deemed to constitute, by implication or otherwise, the grant to RECIPIENT of any license or other rights under any patent, patent application, or other intellectual property right or interest belonging to PROVIDER, or as permitting RECIPIENT to unfairly obtain the right to use any CONFIDENTIAL INFORMATION which becomes publicly known through an improper act or omission on its part. 7. Neither party shall use the name of the other or any contraction or derivative thereof or the name(s) of the other party's faculty members, employees, or students, as applicable, in any advertising, promotional, sales literature, or fundraising documents without prior written consent from the other party. 8. The terms of this Agreement supersede any previous non-disclosure agreements or any other preliminary representations or understandings that have been entered into by the parties to this Agreement with regard to the subject CONFIDENTIAL INFORMATION. We agree to examine and consider the subject matter of the CONFIDENTIAL INFORMATION on the foregoing basis. THE JOHNS HOPKINS UNIVERSITY COMPANY By: _____________________________ By: _______________________ Printed: _____________________________ Printed: _______________________ (Name) (Name) Title: _____________________________ Title: _______________________ Date: _____________________________ Date: _______________________ AGREED AND ACCEPTED: JHU Contact COMPANY Contact By: By: ______________________ Printed: Printed: ______________________ (Name) (Name) Title: Title: ______________________ Date: Date: _______________________

Receiving Party shall not solicit some of Disclosing Party's representatives.

NotMentioned

Johns Hopkins University NON-DISCLOSURE AGREEMENT For Bilateral Disclosure This Agreement is effective this of in the year ______ is by and between JHU and COMPANY, each defined below. JHU: The Johns Hopkins University Address: 100 N. Charles St., 5th Floor Baltimore, Maryland 21201 JHU Contact: COMPANY: Address: COMPANY Contact: WHEREAS, each party has certain technical information described below which shall hereinafter be referred to as "CONFIDENTIAL INFORMATION"; CONFIDENTIAL INFORMATION: WHEREAS, JHU and COMPANY are each interested in examining the CONFIDENTIAL INFORMATION of the other solely for the PURPOSE, defined below; PURPOSE: To explore licensing, collaborative or sponsored research agreement opportunities related to the CONFIDENTIAL INFORMATION. NOW, THEREFORE, in consideration of the premises and mutual covenants contained herein, the parties hereto agree as follows: ”PROVIDER” shall mean the party hereto disclosing CONFIDENTIAL INFORMATION to the RECIPIENT party. “RECIPIENT” shall mean the party receiving CONFIDENTIAL INFORMATION from the PROVIDER party. 1. PROVIDER, through its employee, the PROVIDER Contact, shall disclose CONFIDENTIAL INFORMATION to RECIPIENT, through its employee, the RECIPIENT Contact, to enable RECIPIENT to fully evaluate such disclosure solely for the PURPOSE. CONFIDENTIAL INFORMATION shall be indicated as confidential at the time of disclosure. 2. RECIPIENT agrees to accept the CONFIDENTIAL INFORMATION and to employ all reasonable efforts to maintain the CONFIDENTIAL INFORMATION as secret and confidential, such efforts to be no less than the degree of care employed by RECIPIENT to preserve and safeguard RECIPIENT's own confidential information. The CONFIDENTIAL INFORMATION shall not be disclosed or revealed to anyone except employees of RECIPIENT who have a need to know the CONFIDENTIAL INFORMATION for the PURPOSE and who agree to be bound by the terms of this Agreement. 3. It is hereby acknowledged by PROVIDER that RECIPIENT shall incur no liability merely for examining and considering the CONFIDENTIAL INFORMATION. However, RECIPIENT agrees that it will not use the CONFIDENTIAL INFORMATION for any purpose other than the PURPOSE without the prior written consent of PROVIDER. 4. RECIPIENT‘s obligations under Paragraphs 2 and 3 above shall not extend to any part of the CONFIDENTIAL INFORMATION: (a) that can be demonstrated to have been in the public domain or publicly known and readily available to the trade or the public prior to the date of the disclosure; or (b) that can be demonstrated, from written records, to have been in RECIPIENT's possession or readily available to RECIPIENT from another source not under obligation of secrecy to PROVIDER prior to the disclosure; or (c) that becomes part of the public domain or publicly known by publication or otherwise, not due to any unauthorized act by RECIPIENT; or (d) that is subsequently disclosed to RECIPIENT by a third party who is not under an obligation of confidentiality to PROVIDER; or (e) that is required by any law, regulation, or order of court to be disclosed by RECIPIENT. Prior to disclosing proprietary or CONFIDENTIAL INFORMATION of the PROVIDER, the RECIPIENT shall first notify and provide it an opportunity to prevent disclosure. 5. RECIPIENT's obligations under Paragraphs 2 and 3 shall extend for a period of five (5) years from the effective date of this Agreement. 6. It is understood that nothing herein shall be deemed to constitute, by implication or otherwise, the grant to RECIPIENT of any license or other rights under any patent, patent application, or other intellectual property right or interest belonging to PROVIDER, or as permitting RECIPIENT to unfairly obtain the right to use any CONFIDENTIAL INFORMATION which becomes publicly known through an improper act or omission on its part. 7. Neither party shall use the name of the other or any contraction or derivative thereof or the name(s) of the other party's faculty members, employees, or students, as applicable, in any advertising, promotional, sales literature, or fundraising documents without prior written consent from the other party. 8. The terms of this Agreement supersede any previous non-disclosure agreements or any other preliminary representations or understandings that have been entered into by the parties to this Agreement with regard to the subject CONFIDENTIAL INFORMATION. We agree to examine and consider the subject matter of the CONFIDENTIAL INFORMATION on the foregoing basis. THE JOHNS HOPKINS UNIVERSITY COMPANY By: _____________________________ By: _______________________ Printed: _____________________________ Printed: _______________________ (Name) (Name) Title: _____________________________ Title: _______________________ Date: _____________________________ Date: _______________________ AGREED AND ACCEPTED: JHU Contact COMPANY Contact By: By: ______________________ Printed: Printed: ______________________ (Name) (Name) Title: Title: ______________________ Date: Date: _______________________

Receiving Party may share some Confidential Information with some third-parties (including consultants, agents and professional advisors).

Contradiction

Johns Hopkins University NON-DISCLOSURE AGREEMENT For Bilateral Disclosure This Agreement is effective this of in the year ______ is by and between JHU and COMPANY, each defined below. JHU: The Johns Hopkins University Address: 100 N. Charles St., 5th Floor Baltimore, Maryland 21201 JHU Contact: COMPANY: Address: COMPANY Contact: WHEREAS, each party has certain technical information described below which shall hereinafter be referred to as "CONFIDENTIAL INFORMATION"; CONFIDENTIAL INFORMATION: WHEREAS, JHU and COMPANY are each interested in examining the CONFIDENTIAL INFORMATION of the other solely for the PURPOSE, defined below; PURPOSE: To explore licensing, collaborative or sponsored research agreement opportunities related to the CONFIDENTIAL INFORMATION. NOW, THEREFORE, in consideration of the premises and mutual covenants contained herein, the parties hereto agree as follows: ”PROVIDER” shall mean the party hereto disclosing CONFIDENTIAL INFORMATION to the RECIPIENT party. “RECIPIENT” shall mean the party receiving CONFIDENTIAL INFORMATION from the PROVIDER party. 1. PROVIDER, through its employee, the PROVIDER Contact, shall disclose CONFIDENTIAL INFORMATION to RECIPIENT, through its employee, the RECIPIENT Contact, to enable RECIPIENT to fully evaluate such disclosure solely for the PURPOSE. CONFIDENTIAL INFORMATION shall be indicated as confidential at the time of disclosure. 2. RECIPIENT agrees to accept the CONFIDENTIAL INFORMATION and to employ all reasonable efforts to maintain the CONFIDENTIAL INFORMATION as secret and confidential, such efforts to be no less than the degree of care employed by RECIPIENT to preserve and safeguard RECIPIENT's own confidential information. The CONFIDENTIAL INFORMATION shall not be disclosed or revealed to anyone except employees of RECIPIENT who have a need to know the CONFIDENTIAL INFORMATION for the PURPOSE and who agree to be bound by the terms of this Agreement. 3. It is hereby acknowledged by PROVIDER that RECIPIENT shall incur no liability merely for examining and considering the CONFIDENTIAL INFORMATION. However, RECIPIENT agrees that it will not use the CONFIDENTIAL INFORMATION for any purpose other than the PURPOSE without the prior written consent of PROVIDER. 4. RECIPIENT‘s obligations under Paragraphs 2 and 3 above shall not extend to any part of the CONFIDENTIAL INFORMATION: (a) that can be demonstrated to have been in the public domain or publicly known and readily available to the trade or the public prior to the date of the disclosure; or (b) that can be demonstrated, from written records, to have been in RECIPIENT's possession or readily available to RECIPIENT from another source not under obligation of secrecy to PROVIDER prior to the disclosure; or (c) that becomes part of the public domain or publicly known by publication or otherwise, not due to any unauthorized act by RECIPIENT; or (d) that is subsequently disclosed to RECIPIENT by a third party who is not under an obligation of confidentiality to PROVIDER; or (e) that is required by any law, regulation, or order of court to be disclosed by RECIPIENT. Prior to disclosing proprietary or CONFIDENTIAL INFORMATION of the PROVIDER, the RECIPIENT shall first notify and provide it an opportunity to prevent disclosure. 5. RECIPIENT's obligations under Paragraphs 2 and 3 shall extend for a period of five (5) years from the effective date of this Agreement. 6. It is understood that nothing herein shall be deemed to constitute, by implication or otherwise, the grant to RECIPIENT of any license or other rights under any patent, patent application, or other intellectual property right or interest belonging to PROVIDER, or as permitting RECIPIENT to unfairly obtain the right to use any CONFIDENTIAL INFORMATION which becomes publicly known through an improper act or omission on its part. 7. Neither party shall use the name of the other or any contraction or derivative thereof or the name(s) of the other party's faculty members, employees, or students, as applicable, in any advertising, promotional, sales literature, or fundraising documents without prior written consent from the other party. 8. The terms of this Agreement supersede any previous non-disclosure agreements or any other preliminary representations or understandings that have been entered into by the parties to this Agreement with regard to the subject CONFIDENTIAL INFORMATION. We agree to examine and consider the subject matter of the CONFIDENTIAL INFORMATION on the foregoing basis. THE JOHNS HOPKINS UNIVERSITY COMPANY By: _____________________________ By: _______________________ Printed: _____________________________ Printed: _______________________ (Name) (Name) Title: _____________________________ Title: _______________________ Date: _____________________________ Date: _______________________ AGREED AND ACCEPTED: JHU Contact COMPANY Contact By: By: ______________________ Printed: Printed: ______________________ (Name) (Name) Title: Title: ______________________ Date: Date: _______________________

Receiving Party may create a copy of some Confidential Information in some circumstances.

NotMentioned

Johns Hopkins University NON-DISCLOSURE AGREEMENT For Bilateral Disclosure This Agreement is effective this of in the year ______ is by and between JHU and COMPANY, each defined below. JHU: The Johns Hopkins University Address: 100 N. Charles St., 5th Floor Baltimore, Maryland 21201 JHU Contact: COMPANY: Address: COMPANY Contact: WHEREAS, each party has certain technical information described below which shall hereinafter be referred to as "CONFIDENTIAL INFORMATION"; CONFIDENTIAL INFORMATION: WHEREAS, JHU and COMPANY are each interested in examining the CONFIDENTIAL INFORMATION of the other solely for the PURPOSE, defined below; PURPOSE: To explore licensing, collaborative or sponsored research agreement opportunities related to the CONFIDENTIAL INFORMATION. NOW, THEREFORE, in consideration of the premises and mutual covenants contained herein, the parties hereto agree as follows: ”PROVIDER” shall mean the party hereto disclosing CONFIDENTIAL INFORMATION to the RECIPIENT party. “RECIPIENT” shall mean the party receiving CONFIDENTIAL INFORMATION from the PROVIDER party. 1. PROVIDER, through its employee, the PROVIDER Contact, shall disclose CONFIDENTIAL INFORMATION to RECIPIENT, through its employee, the RECIPIENT Contact, to enable RECIPIENT to fully evaluate such disclosure solely for the PURPOSE. CONFIDENTIAL INFORMATION shall be indicated as confidential at the time of disclosure. 2. RECIPIENT agrees to accept the CONFIDENTIAL INFORMATION and to employ all reasonable efforts to maintain the CONFIDENTIAL INFORMATION as secret and confidential, such efforts to be no less than the degree of care employed by RECIPIENT to preserve and safeguard RECIPIENT's own confidential information. The CONFIDENTIAL INFORMATION shall not be disclosed or revealed to anyone except employees of RECIPIENT who have a need to know the CONFIDENTIAL INFORMATION for the PURPOSE and who agree to be bound by the terms of this Agreement. 3. It is hereby acknowledged by PROVIDER that RECIPIENT shall incur no liability merely for examining and considering the CONFIDENTIAL INFORMATION. However, RECIPIENT agrees that it will not use the CONFIDENTIAL INFORMATION for any purpose other than the PURPOSE without the prior written consent of PROVIDER. 4. RECIPIENT‘s obligations under Paragraphs 2 and 3 above shall not extend to any part of the CONFIDENTIAL INFORMATION: (a) that can be demonstrated to have been in the public domain or publicly known and readily available to the trade or the public prior to the date of the disclosure; or (b) that can be demonstrated, from written records, to have been in RECIPIENT's possession or readily available to RECIPIENT from another source not under obligation of secrecy to PROVIDER prior to the disclosure; or (c) that becomes part of the public domain or publicly known by publication or otherwise, not due to any unauthorized act by RECIPIENT; or (d) that is subsequently disclosed to RECIPIENT by a third party who is not under an obligation of confidentiality to PROVIDER; or (e) that is required by any law, regulation, or order of court to be disclosed by RECIPIENT. Prior to disclosing proprietary or CONFIDENTIAL INFORMATION of the PROVIDER, the RECIPIENT shall first notify and provide it an opportunity to prevent disclosure. 5. RECIPIENT's obligations under Paragraphs 2 and 3 shall extend for a period of five (5) years from the effective date of this Agreement. 6. It is understood that nothing herein shall be deemed to constitute, by implication or otherwise, the grant to RECIPIENT of any license or other rights under any patent, patent application, or other intellectual property right or interest belonging to PROVIDER, or as permitting RECIPIENT to unfairly obtain the right to use any CONFIDENTIAL INFORMATION which becomes publicly known through an improper act or omission on its part. 7. Neither party shall use the name of the other or any contraction or derivative thereof or the name(s) of the other party's faculty members, employees, or students, as applicable, in any advertising, promotional, sales literature, or fundraising documents without prior written consent from the other party. 8. The terms of this Agreement supersede any previous non-disclosure agreements or any other preliminary representations or understandings that have been entered into by the parties to this Agreement with regard to the subject CONFIDENTIAL INFORMATION. We agree to examine and consider the subject matter of the CONFIDENTIAL INFORMATION on the foregoing basis. THE JOHNS HOPKINS UNIVERSITY COMPANY By: _____________________________ By: _______________________ Printed: _____________________________ Printed: _______________________ (Name) (Name) Title: _____________________________ Title: _______________________ Date: _____________________________ Date: _______________________ AGREED AND ACCEPTED: JHU Contact COMPANY Contact By: By: ______________________ Printed: Printed: ______________________ (Name) (Name) Title: Title: ______________________ Date: Date: _______________________

Receiving Party shall notify Disclosing Party in case Receiving Party is required by law, regulation or judicial process to disclose any Confidential Information.

Entailment

Johns Hopkins University NON-DISCLOSURE AGREEMENT For Bilateral Disclosure This Agreement is effective this of in the year ______ is by and between JHU and COMPANY, each defined below. JHU: The Johns Hopkins University Address: 100 N. Charles St., 5th Floor Baltimore, Maryland 21201 JHU Contact: COMPANY: Address: COMPANY Contact: WHEREAS, each party has certain technical information described below which shall hereinafter be referred to as "CONFIDENTIAL INFORMATION"; CONFIDENTIAL INFORMATION: WHEREAS, JHU and COMPANY are each interested in examining the CONFIDENTIAL INFORMATION of the other solely for the PURPOSE, defined below; PURPOSE: To explore licensing, collaborative or sponsored research agreement opportunities related to the CONFIDENTIAL INFORMATION. NOW, THEREFORE, in consideration of the premises and mutual covenants contained herein, the parties hereto agree as follows: ”PROVIDER” shall mean the party hereto disclosing CONFIDENTIAL INFORMATION to the RECIPIENT party. “RECIPIENT” shall mean the party receiving CONFIDENTIAL INFORMATION from the PROVIDER party. 1. PROVIDER, through its employee, the PROVIDER Contact, shall disclose CONFIDENTIAL INFORMATION to RECIPIENT, through its employee, the RECIPIENT Contact, to enable RECIPIENT to fully evaluate such disclosure solely for the PURPOSE. CONFIDENTIAL INFORMATION shall be indicated as confidential at the time of disclosure. 2. RECIPIENT agrees to accept the CONFIDENTIAL INFORMATION and to employ all reasonable efforts to maintain the CONFIDENTIAL INFORMATION as secret and confidential, such efforts to be no less than the degree of care employed by RECIPIENT to preserve and safeguard RECIPIENT's own confidential information. The CONFIDENTIAL INFORMATION shall not be disclosed or revealed to anyone except employees of RECIPIENT who have a need to know the CONFIDENTIAL INFORMATION for the PURPOSE and who agree to be bound by the terms of this Agreement. 3. It is hereby acknowledged by PROVIDER that RECIPIENT shall incur no liability merely for examining and considering the CONFIDENTIAL INFORMATION. However, RECIPIENT agrees that it will not use the CONFIDENTIAL INFORMATION for any purpose other than the PURPOSE without the prior written consent of PROVIDER. 4. RECIPIENT‘s obligations under Paragraphs 2 and 3 above shall not extend to any part of the CONFIDENTIAL INFORMATION: (a) that can be demonstrated to have been in the public domain or publicly known and readily available to the trade or the public prior to the date of the disclosure; or (b) that can be demonstrated, from written records, to have been in RECIPIENT's possession or readily available to RECIPIENT from another source not under obligation of secrecy to PROVIDER prior to the disclosure; or (c) that becomes part of the public domain or publicly known by publication or otherwise, not due to any unauthorized act by RECIPIENT; or (d) that is subsequently disclosed to RECIPIENT by a third party who is not under an obligation of confidentiality to PROVIDER; or (e) that is required by any law, regulation, or order of court to be disclosed by RECIPIENT. Prior to disclosing proprietary or CONFIDENTIAL INFORMATION of the PROVIDER, the RECIPIENT shall first notify and provide it an opportunity to prevent disclosure. 5. RECIPIENT's obligations under Paragraphs 2 and 3 shall extend for a period of five (5) years from the effective date of this Agreement. 6. It is understood that nothing herein shall be deemed to constitute, by implication or otherwise, the grant to RECIPIENT of any license or other rights under any patent, patent application, or other intellectual property right or interest belonging to PROVIDER, or as permitting RECIPIENT to unfairly obtain the right to use any CONFIDENTIAL INFORMATION which becomes publicly known through an improper act or omission on its part. 7. Neither party shall use the name of the other or any contraction or derivative thereof or the name(s) of the other party's faculty members, employees, or students, as applicable, in any advertising, promotional, sales literature, or fundraising documents without prior written consent from the other party. 8. The terms of this Agreement supersede any previous non-disclosure agreements or any other preliminary representations or understandings that have been entered into by the parties to this Agreement with regard to the subject CONFIDENTIAL INFORMATION. We agree to examine and consider the subject matter of the CONFIDENTIAL INFORMATION on the foregoing basis. THE JOHNS HOPKINS UNIVERSITY COMPANY By: _____________________________ By: _______________________ Printed: _____________________________ Printed: _______________________ (Name) (Name) Title: _____________________________ Title: _______________________ Date: _____________________________ Date: _______________________ AGREED AND ACCEPTED: JHU Contact COMPANY Contact By: By: ______________________ Printed: Printed: ______________________ (Name) (Name) Title: Title: ______________________ Date: Date: _______________________

Receiving Party may acquire information similar to Confidential Information from a third party.

Entailment

Johns Hopkins University NON-DISCLOSURE AGREEMENT For Bilateral Disclosure This Agreement is effective this of in the year ______ is by and between JHU and COMPANY, each defined below. JHU: The Johns Hopkins University Address: 100 N. Charles St., 5th Floor Baltimore, Maryland 21201 JHU Contact: COMPANY: Address: COMPANY Contact: WHEREAS, each party has certain technical information described below which shall hereinafter be referred to as "CONFIDENTIAL INFORMATION"; CONFIDENTIAL INFORMATION: WHEREAS, JHU and COMPANY are each interested in examining the CONFIDENTIAL INFORMATION of the other solely for the PURPOSE, defined below; PURPOSE: To explore licensing, collaborative or sponsored research agreement opportunities related to the CONFIDENTIAL INFORMATION. NOW, THEREFORE, in consideration of the premises and mutual covenants contained herein, the parties hereto agree as follows: ”PROVIDER” shall mean the party hereto disclosing CONFIDENTIAL INFORMATION to the RECIPIENT party. “RECIPIENT” shall mean the party receiving CONFIDENTIAL INFORMATION from the PROVIDER party. 1. PROVIDER, through its employee, the PROVIDER Contact, shall disclose CONFIDENTIAL INFORMATION to RECIPIENT, through its employee, the RECIPIENT Contact, to enable RECIPIENT to fully evaluate such disclosure solely for the PURPOSE. CONFIDENTIAL INFORMATION shall be indicated as confidential at the time of disclosure. 2. RECIPIENT agrees to accept the CONFIDENTIAL INFORMATION and to employ all reasonable efforts to maintain the CONFIDENTIAL INFORMATION as secret and confidential, such efforts to be no less than the degree of care employed by RECIPIENT to preserve and safeguard RECIPIENT's own confidential information. The CONFIDENTIAL INFORMATION shall not be disclosed or revealed to anyone except employees of RECIPIENT who have a need to know the CONFIDENTIAL INFORMATION for the PURPOSE and who agree to be bound by the terms of this Agreement. 3. It is hereby acknowledged by PROVIDER that RECIPIENT shall incur no liability merely for examining and considering the CONFIDENTIAL INFORMATION. However, RECIPIENT agrees that it will not use the CONFIDENTIAL INFORMATION for any purpose other than the PURPOSE without the prior written consent of PROVIDER. 4. RECIPIENT‘s obligations under Paragraphs 2 and 3 above shall not extend to any part of the CONFIDENTIAL INFORMATION: (a) that can be demonstrated to have been in the public domain or publicly known and readily available to the trade or the public prior to the date of the disclosure; or (b) that can be demonstrated, from written records, to have been in RECIPIENT's possession or readily available to RECIPIENT from another source not under obligation of secrecy to PROVIDER prior to the disclosure; or (c) that becomes part of the public domain or publicly known by publication or otherwise, not due to any unauthorized act by RECIPIENT; or (d) that is subsequently disclosed to RECIPIENT by a third party who is not under an obligation of confidentiality to PROVIDER; or (e) that is required by any law, regulation, or order of court to be disclosed by RECIPIENT. Prior to disclosing proprietary or CONFIDENTIAL INFORMATION of the PROVIDER, the RECIPIENT shall first notify and provide it an opportunity to prevent disclosure. 5. RECIPIENT's obligations under Paragraphs 2 and 3 shall extend for a period of five (5) years from the effective date of this Agreement. 6. It is understood that nothing herein shall be deemed to constitute, by implication or otherwise, the grant to RECIPIENT of any license or other rights under any patent, patent application, or other intellectual property right or interest belonging to PROVIDER, or as permitting RECIPIENT to unfairly obtain the right to use any CONFIDENTIAL INFORMATION which becomes publicly known through an improper act or omission on its part. 7. Neither party shall use the name of the other or any contraction or derivative thereof or the name(s) of the other party's faculty members, employees, or students, as applicable, in any advertising, promotional, sales literature, or fundraising documents without prior written consent from the other party. 8. The terms of this Agreement supersede any previous non-disclosure agreements or any other preliminary representations or understandings that have been entered into by the parties to this Agreement with regard to the subject CONFIDENTIAL INFORMATION. We agree to examine and consider the subject matter of the CONFIDENTIAL INFORMATION on the foregoing basis. THE JOHNS HOPKINS UNIVERSITY COMPANY By: _____________________________ By: _______________________ Printed: _____________________________ Printed: _______________________ (Name) (Name) Title: _____________________________ Title: _______________________ Date: _____________________________ Date: _______________________ AGREED AND ACCEPTED: JHU Contact COMPANY Contact By: By: ______________________ Printed: Printed: ______________________ (Name) (Name) Title: Title: ______________________ Date: Date: _______________________

Receiving Party may share some Confidential Information with some of Receiving Party's employees.

Entailment

Johns Hopkins University NON-DISCLOSURE AGREEMENT For Bilateral Disclosure This Agreement is effective this of in the year ______ is by and between JHU and COMPANY, each defined below. JHU: The Johns Hopkins University Address: 100 N. Charles St., 5th Floor Baltimore, Maryland 21201 JHU Contact: COMPANY: Address: COMPANY Contact: WHEREAS, each party has certain technical information described below which shall hereinafter be referred to as "CONFIDENTIAL INFORMATION"; CONFIDENTIAL INFORMATION: WHEREAS, JHU and COMPANY are each interested in examining the CONFIDENTIAL INFORMATION of the other solely for the PURPOSE, defined below; PURPOSE: To explore licensing, collaborative or sponsored research agreement opportunities related to the CONFIDENTIAL INFORMATION. NOW, THEREFORE, in consideration of the premises and mutual covenants contained herein, the parties hereto agree as follows: ”PROVIDER” shall mean the party hereto disclosing CONFIDENTIAL INFORMATION to the RECIPIENT party. “RECIPIENT” shall mean the party receiving CONFIDENTIAL INFORMATION from the PROVIDER party. 1. PROVIDER, through its employee, the PROVIDER Contact, shall disclose CONFIDENTIAL INFORMATION to RECIPIENT, through its employee, the RECIPIENT Contact, to enable RECIPIENT to fully evaluate such disclosure solely for the PURPOSE. CONFIDENTIAL INFORMATION shall be indicated as confidential at the time of disclosure. 2. RECIPIENT agrees to accept the CONFIDENTIAL INFORMATION and to employ all reasonable efforts to maintain the CONFIDENTIAL INFORMATION as secret and confidential, such efforts to be no less than the degree of care employed by RECIPIENT to preserve and safeguard RECIPIENT's own confidential information. The CONFIDENTIAL INFORMATION shall not be disclosed or revealed to anyone except employees of RECIPIENT who have a need to know the CONFIDENTIAL INFORMATION for the PURPOSE and who agree to be bound by the terms of this Agreement. 3. It is hereby acknowledged by PROVIDER that RECIPIENT shall incur no liability merely for examining and considering the CONFIDENTIAL INFORMATION. However, RECIPIENT agrees that it will not use the CONFIDENTIAL INFORMATION for any purpose other than the PURPOSE without the prior written consent of PROVIDER. 4. RECIPIENT‘s obligations under Paragraphs 2 and 3 above shall not extend to any part of the CONFIDENTIAL INFORMATION: (a) that can be demonstrated to have been in the public domain or publicly known and readily available to the trade or the public prior to the date of the disclosure; or (b) that can be demonstrated, from written records, to have been in RECIPIENT's possession or readily available to RECIPIENT from another source not under obligation of secrecy to PROVIDER prior to the disclosure; or (c) that becomes part of the public domain or publicly known by publication or otherwise, not due to any unauthorized act by RECIPIENT; or (d) that is subsequently disclosed to RECIPIENT by a third party who is not under an obligation of confidentiality to PROVIDER; or (e) that is required by any law, regulation, or order of court to be disclosed by RECIPIENT. Prior to disclosing proprietary or CONFIDENTIAL INFORMATION of the PROVIDER, the RECIPIENT shall first notify and provide it an opportunity to prevent disclosure. 5. RECIPIENT's obligations under Paragraphs 2 and 3 shall extend for a period of five (5) years from the effective date of this Agreement. 6. It is understood that nothing herein shall be deemed to constitute, by implication or otherwise, the grant to RECIPIENT of any license or other rights under any patent, patent application, or other intellectual property right or interest belonging to PROVIDER, or as permitting RECIPIENT to unfairly obtain the right to use any CONFIDENTIAL INFORMATION which becomes publicly known through an improper act or omission on its part. 7. Neither party shall use the name of the other or any contraction or derivative thereof or the name(s) of the other party's faculty members, employees, or students, as applicable, in any advertising, promotional, sales literature, or fundraising documents without prior written consent from the other party. 8. The terms of this Agreement supersede any previous non-disclosure agreements or any other preliminary representations or understandings that have been entered into by the parties to this Agreement with regard to the subject CONFIDENTIAL INFORMATION. We agree to examine and consider the subject matter of the CONFIDENTIAL INFORMATION on the foregoing basis. THE JOHNS HOPKINS UNIVERSITY COMPANY By: _____________________________ By: _______________________ Printed: _____________________________ Printed: _______________________ (Name) (Name) Title: _____________________________ Title: _______________________ Date: _____________________________ Date: _______________________ AGREED AND ACCEPTED: JHU Contact COMPANY Contact By: By: ______________________ Printed: Printed: ______________________ (Name) (Name) Title: Title: ______________________ Date: Date: _______________________

Receiving Party shall not use any Confidential Information for any purpose other than the purposes stated in Agreement.

Entailment

THIS NON-DISCLOSURE AGREEMENT is made on Xth day of Month, year (the “Agreement”) BY and BETWEEN: (1) CPK Manufacturing LLC dba Kenway Composites, incorporated and registered in Delaware whose office is at 681 Riverside Drive, Augusta, Maine 04330 (“Kenway”); and (2) _______________________ incorporated and registered in ____________________whose registered office is at _________________________________________________________ (the “Company”). Hereinafter, individually referred to as a “Party” and together, as the “Parties” to this Agreement. RECITALS (A) Each Party wishes to disclose to the other Party Confidential Information in relation to the Purpose (as respectively defined below). (B) Each Party wishes to ensure that the other Party maintains the confidentiality of its Confidential Information. (C) In consideration of the benefits to the Parties of the disclosure of the Confidential Information, the Parties have agreed to comply with the following terms in connection with the use and disclosure of Confidential Information. NOW THE PARTIES HEREBY AGREE AS FOLLOWS: 1 Definitions and Interpretation 1.1 The following definitions in this Clause 1 apply in this Agreement as follows: “Business Day” means a day (other than a Saturday, Sunday or public holiday) when banks are open for business. “Confidential Information:” means all confidential information (however recorded, preserved or disclosed) disclosed by a Party or its Representatives to the other Party and that Party's Representatives including but not limited to: the fact that discussions and negotiations are taking place concerning the Purpose and the status of those discussions and negotiations; any information that would be regarded as confidential by a reasonable business person relating to: (a) the business, affairs, customers, clients, suppliers, plans, intentions, or market opportunities of the Disclosing Party or of the Disclosing Party's Group; (b) the operations, processes, product information, know-how, designs, specifications, trade secrets or software of the Disclosing Party or of the Disclosing Party's Group; and (c) any information or analysis derived from Confidential Information; but not including any information: (a) that is or becomes generally available to the public other than as a result of its disclosure by the Recipient or its Representatives in breach of this Agreement or of any other undertaking of confidentiality addressed to the Party to whom the information relates (except that any compilation of otherwise public information in a form not publicly known shall nevertheless be treated as Confidential Information); (b) was available to the Recipient on a non-confidential basis prior to disclosure by the Disclosing Party; (c) was, is or becomes available to the Recipient on a non-confidential basis from a person who, to the Recipient's knowledge, is not bound by a confidentiality agreement with the Disclosing Party or otherwise prohibited from disclosing the information to the Recipient; (d) was lawfully in the possession of the Recipient before the information was disclosed to it by the Disclosing Party; (e) the Parties agree in writing is not confidential or may be disclosed; and/or (f) is developed by or for the Recipient independently of the information disclosed by the Disclosing Party. “Disclosing Party:” means a Party to this Agreement which discloses or makes available directly or indirectly, Confidential Information. “Group”: means, in relation to a company, that company, each and any subsidiary or holding company from time to time of that company and each and any subsidiary from time to time of a holding company of that company. “Holding Company” and “Subsidiary” mean a "holding company" and "subsidiary" of the Recipient or Disclosing Party respectively. “Purpose”: means the exchange of Confidential Information, trade secrets, know-how and samples in order to evaluate and pursue the objective of one or more potential business arrangements with respect to Kenway’s potential to supply the Company with information, products and/or designs that are proprietary to the Company. “Recipient”: means a Party to this Agreement which receives or obtains directly or indirectly Confidential Information. “Representative”: means employees, agents, officers, advisers and other representatives of the Recipient. 1.2 In this Agreement, the following rules of interpretation apply: (a) a person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality); (b) a reference to a party includes its personal representatives, successors or permitted assigns; (c) a reference to a statute or statutory provision is a reference to such statute or statutory provision as amended or re-enacted. A reference to a statute or statutory provision includes any subordinate legislation made under that statute or statutory provision, as amended or re-enacted; (d) any phrase introduced by the terms including, include, in particular or any similar expression shall be construed as illustrative and shall not limit the sense of the words preceding those terms; (e) a reference to writing or written includes faxes; and (f) unless the context otherwise requires, a reference to one gender shall include a reference to the other genders 2. Obligations of Confidentiality 2.1 The Recipient shall keep the Disclosing Party's Confidential Information confidential and, except with the prior written consent of the Disclosing Party, shall: (a) not use or exploit the Confidential Information in any way except for the Purpose; (b) not disclose or make available the Confidential Information in whole or in part to any third party, except as expressly permitted by this Agreement; (c) not copy, reduce to writing or otherwise record the Confidential Information except as strictly necessary for the Purpose (and any such copies, reductions to writing and records shall be the property of the Disclosing Party); (d) keep separate the Confidential Information from all documents and other records of the Recipient; (e) apply the same security measures and degree of care to the Confidential Information as the Recipient applies to its own confidential information, which the Recipient warrants as providing adequate protection from unauthorized disclosure, copying or use; and (f) keep a written record of: any document or other Confidential Information received from the other in tangible form; any copy made of the Confidential Information. 2.2 The Recipient may disclose the Disclosing Party's Confidential Information to those of its Representatives who need to know this Confidential Information for the Purpose, provided that: (a) it informs its Representatives of the confidential nature of the Confidential Information before disclosure; (b) it procures that its Representatives shall, in relation to any Confidential Information disclosed to them, comply with this Agreement as if they were the Recipient and, if the Disclosing Party so requests, procure that any relevant Representative enters into a confidentiality agreement with the Disclosing Party on terms equivalent to those contained in this Agreement; and (c) it keeps a written record of these Representatives; and (d) it shall at all times be liable for the failure of any Representative to comply with the terms of this Agreement. 2.3 A Party may disclose Confidential Information to the extent such Confidential Information is required to be disclosed by law, by any governmental or other regulatory authority (including, without limitation any relevant securities exchange) or by a Court or other authority of competent jurisdiction provided that, to the extent it is legally permitted to do so, it gives the other Party as much notice of this disclosure as possible and, where notice of disclosure is not prohibited and is given in accordance with this Clause 2.3 , it takes into account the reasonable requests of the other Party in relation to the content of this disclosure, to the extent that it is legally permitted to do so. 2.4 The Recipient may, however, provided that the Recipient has reasonable grounds to believe that the Disclosing Party is involved in activity that may constitute a criminal offence under the Bribery Act 2010, disclose Confidential Information to the Serious Fraud Office without first notifying the Disclosing Party of such disclosure. 2.5 The Recipient shall establish and maintain adequate security measures (including any reasonable security measures proposed by the Disclosing party from time to time) to safeguard the Confidential Information from unauthorized access or use. 2.6 No Party shall make, or permit any person to make, any public announcement concerning this Agreement, the Purpose or its prospective interest in the Purpose without the prior written consent of the other Party (such consent not to be unreasonably withheld or delayed) except as required by law or any governmental or regulatory authority (including, without limitation, any relevant securities exchange) or by any Court or other authority of competent jurisdiction. 2.7 No Party shall make use of the other Party's name or any information acquired through its dealings with the other Party for publicity or marketing purposes without the prior written consent of the other Party. 3 Return of Information 3.1 At the request of the Disclosing Party, the Recipient shall: (a) destroy or return to the Disclosing Party all documents and materials (and any copies) containing, reflecting, incorporating, or based on the Disclosing Party's Confidential Information; (b) save in relation to its backup email systems, erase all the Disclosing Party's Confidential Information from its computer systems or which is stored in electronic form; and (c) certify in writing to the Disclosing Party that it has complied with the requirements of this Clause, provided that a Recipient may retain documents and materials containing, reflecting, incorporating, or based on the Disclosing Party's Confidential Information to the extent required by law or any applicable governmental or regulatory authority and to the extent reasonable to permit the Recipient to keep evidence that it has performed its obligations under this Agreement. The provisions of this Agreement shall continue to apply to any documents and materials retained by the Recipient. 3.2 If the Recipient develops or uses a product or a process which, in the reasonable opinion of the Disclosing Party, might have involved the use of any of the Disclosing Party's Confidential Information, the Recipient shall, at the request of the Disclosing Party, supply to the Disclosing Party information reasonably necessary to establish that the Disclosing Party's Confidential Information has not been used or disclosed. 4 Reservation of Rights and Acknowledgement 4.1 All Confidential Information shall remain the property of the Disclosing Party. Each Party reserves all rights in its Confidential Information. No rights, including, but not limited to, intellectual property rights, in respect of a party's Confidential Information are granted to the other Party and no obligations are imposed on the Disclosing Party other than those expressly stated in this Agreement. Any background intellectual property rights subsisting in any information provided by either Party to the other shall remain vested in the Disclosing Party and the Disclosing Party shall grant to the Recipient a non-exclusive, worldwide, royalty free, revocable license to use such background Intellectual Property Rights solely for the period of this Agreement and for the Purpose only. Any foreground intellectual property rights generated by CP in respect of the Purpose shall vest in CP absolutely and the Company shall acquire no interest, right or title in respect of the same. 4.2 Except as expressly stated in this Agreement, no Party makes any express or implied warranty or representation concerning its Confidential Information, or the accuracy or completeness of the Confidential Information. 4.3 The disclosure of Confidential Information by the Disclosing Party shall not form any offer by, or representation or warranty on the part of, the Disclosing Party to enter into any further agreement in relation to the Purpose, or the development or supply of any product or service to which the Confidential Information relates. 4.4 The Recipient acknowledges that damages alone would not be an adequate remedy for the breach of any of the provisions of this Agreement. Accordingly, without prejudice to any other rights and remedies it may have, the Disclosing Party shall be entitled to the granting of equitable relief (including without limitation injunctive relief) concerning any threatened or actual breach of any of the provisions of this Agreement. 5. Warranty and Indemnity 5.1 Each Disclosing Party warrants that it has the right to disclose its Confidential Information to the Recipient and to authorize the Recipient to use such Confidential Information for the Purpose. 5.2 Each Recipient shall indemnify and keep fully indemnified the Disclosing Party and its Group at all times against all liabilities, costs (including legal costs on an indemnity basis), expenses, damages and losses (including any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and other reasonable costs and expenses suffered or incurred by the Disclosing Party and/or its Group) arising from any breach of this Agreement by the Recipient and from the actions or omissions of any Representative of the Recipient. 6. Term and Termination 6.1 The obligations of each Party shall, notwithstanding any earlier termination of negotiations or discussions between the Parties in relation to the Purpose, continue for a period of 2 years from the date of this Agreement. 6.2 If either Party decides not to become, or continue to be involved in the Purpose with the other Party it shall notify the other Party in writing immediately. 6.3 Termination of this Agreement shall not affect any accrued rights or remedies to which either Party is entitled. 7 Entire Agreement 7.1 This Agreement constitutes the entire agreement between the Parties and supersedes and extinguishes all previous drafts, agreements, arrangements and understandings between them, whether written or oral, relating to its subject matter. 7.2 Each Party agrees that it shall have no remedies in respect of any representation or warranty (whether made innocently or negligently) that is not set out in this Agreement. Each Party agrees that its only liability in respect of those representations and warranties that are set out in this Agreement (whether made innocently or negligently) shall be for breach of contract. 8. Severance If any provision or part-provision of this Agreement is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this Clause shall not affect the validity and enforceability of the rest of the Agreement. 9. No Waiver 9.1 Failure to exercise, or any delay in exercising, any right or remedy provided under this Agreement or by law shall not constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict any further exercise of that or any other right or remedy. 9.2 No single or partial exercise of any right or remedy provided under this Agreement or by law shall preclude or restrict the further exercise of that or any other right or remedy. 9.3 A Party that waives a right or remedy provided under this Agreement or by law in relation to another Party, or takes or fails to take any action against that Party, does not affect its rights in relation to any other Party. 10. Assignment Except as otherwise provided in this Agreement, no Party may assign, sub-contract or deal in any way with, any of its rights or obligations under this Agreement or any document referred to in it. 11. Notices 11.1 Any notice or other communication required to be given under this Agreement, shall be in writing and shall be delivered personally, or sent by pre-paid first class post or recorded delivery or by commercial courier, to each Party required to receive the notice or communication at its address as set out below: Kenway: Ian D. Kopp, 681 Riverside Drive, Augusta, Maine 04330 Company: _______________________________________________ or as otherwise specified by the relevant Party by notice in writing to each other Party. 11.2 Any notice or other communication shall be deemed to have been duly received: (a) if delivered personally, when left at the address and for the contact referred to in clause 11.1; or (b) if sent by pre-paid first class post or recorded delivery, at 9.00 am on the second Business Day after posting; or (c) if delivered by commercial courier, on the date and at the time that the courier's delivery receipt is signed. 11.3 A notice or other communication required to be given under this Agreement shall not be validly given if sent by e-mail. 12. No Partnership or Agency Nothing in this Agreement is intended to, or shall be deemed to, establish any partnership or joint venture between any of the Parties, constitute any Party the agent of another Party, nor authorize any Party to make or enter into any commitments for or on behalf of any other Party. 13. No Relationship of Employer and Employee Nothing in this Agreement is intended to, or shall be deemed to, establish any relationship of employer and employee between the Parties. 14. Third Party Rights A person who is not a Party to this Agreement shall not have any rights to enforce its terms as though it were a Party to it. 15. Variation Except as set out in this Agreement, no variation of this Agreement, including the introduction of any additional terms and conditions, shall be effective unless it is agreed in writing and signed by both Parties. 16. Governing Law and Jurisdiction This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the state of Delaware, of the United States of America, without regard to conflict of law rules thereof. The Parties irrevocably agree that the Courts of Delaware shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this Agreement or its subject matter or formation (including non-contractual disputes or claims). This Agreement has been entered into on the date stated above by: For and on behalf of Kenway Composites For and on behalf of Company _____________________________ _____________________________ Ian D. Kopp Name President Title

Receiving Party shall not reverse engineer any objects which embody Disclosing Party's Confidential Information.

NotMentioned

THIS NON-DISCLOSURE AGREEMENT is made on Xth day of Month, year (the “Agreement”) BY and BETWEEN: (1) CPK Manufacturing LLC dba Kenway Composites, incorporated and registered in Delaware whose office is at 681 Riverside Drive, Augusta, Maine 04330 (“Kenway”); and (2) _______________________ incorporated and registered in ____________________whose registered office is at _________________________________________________________ (the “Company”). Hereinafter, individually referred to as a “Party” and together, as the “Parties” to this Agreement. RECITALS (A) Each Party wishes to disclose to the other Party Confidential Information in relation to the Purpose (as respectively defined below). (B) Each Party wishes to ensure that the other Party maintains the confidentiality of its Confidential Information. (C) In consideration of the benefits to the Parties of the disclosure of the Confidential Information, the Parties have agreed to comply with the following terms in connection with the use and disclosure of Confidential Information. NOW THE PARTIES HEREBY AGREE AS FOLLOWS: 1 Definitions and Interpretation 1.1 The following definitions in this Clause 1 apply in this Agreement as follows: “Business Day” means a day (other than a Saturday, Sunday or public holiday) when banks are open for business. “Confidential Information:” means all confidential information (however recorded, preserved or disclosed) disclosed by a Party or its Representatives to the other Party and that Party's Representatives including but not limited to: the fact that discussions and negotiations are taking place concerning the Purpose and the status of those discussions and negotiations; any information that would be regarded as confidential by a reasonable business person relating to: (a) the business, affairs, customers, clients, suppliers, plans, intentions, or market opportunities of the Disclosing Party or of the Disclosing Party's Group; (b) the operations, processes, product information, know-how, designs, specifications, trade secrets or software of the Disclosing Party or of the Disclosing Party's Group; and (c) any information or analysis derived from Confidential Information; but not including any information: (a) that is or becomes generally available to the public other than as a result of its disclosure by the Recipient or its Representatives in breach of this Agreement or of any other undertaking of confidentiality addressed to the Party to whom the information relates (except that any compilation of otherwise public information in a form not publicly known shall nevertheless be treated as Confidential Information); (b) was available to the Recipient on a non-confidential basis prior to disclosure by the Disclosing Party; (c) was, is or becomes available to the Recipient on a non-confidential basis from a person who, to the Recipient's knowledge, is not bound by a confidentiality agreement with the Disclosing Party or otherwise prohibited from disclosing the information to the Recipient; (d) was lawfully in the possession of the Recipient before the information was disclosed to it by the Disclosing Party; (e) the Parties agree in writing is not confidential or may be disclosed; and/or (f) is developed by or for the Recipient independently of the information disclosed by the Disclosing Party. “Disclosing Party:” means a Party to this Agreement which discloses or makes available directly or indirectly, Confidential Information. “Group”: means, in relation to a company, that company, each and any subsidiary or holding company from time to time of that company and each and any subsidiary from time to time of a holding company of that company. “Holding Company” and “Subsidiary” mean a "holding company" and "subsidiary" of the Recipient or Disclosing Party respectively. “Purpose”: means the exchange of Confidential Information, trade secrets, know-how and samples in order to evaluate and pursue the objective of one or more potential business arrangements with respect to Kenway’s potential to supply the Company with information, products and/or designs that are proprietary to the Company. “Recipient”: means a Party to this Agreement which receives or obtains directly or indirectly Confidential Information. “Representative”: means employees, agents, officers, advisers and other representatives of the Recipient. 1.2 In this Agreement, the following rules of interpretation apply: (a) a person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality); (b) a reference to a party includes its personal representatives, successors or permitted assigns; (c) a reference to a statute or statutory provision is a reference to such statute or statutory provision as amended or re-enacted. A reference to a statute or statutory provision includes any subordinate legislation made under that statute or statutory provision, as amended or re-enacted; (d) any phrase introduced by the terms including, include, in particular or any similar expression shall be construed as illustrative and shall not limit the sense of the words preceding those terms; (e) a reference to writing or written includes faxes; and (f) unless the context otherwise requires, a reference to one gender shall include a reference to the other genders 2. Obligations of Confidentiality 2.1 The Recipient shall keep the Disclosing Party's Confidential Information confidential and, except with the prior written consent of the Disclosing Party, shall: (a) not use or exploit the Confidential Information in any way except for the Purpose; (b) not disclose or make available the Confidential Information in whole or in part to any third party, except as expressly permitted by this Agreement; (c) not copy, reduce to writing or otherwise record the Confidential Information except as strictly necessary for the Purpose (and any such copies, reductions to writing and records shall be the property of the Disclosing Party); (d) keep separate the Confidential Information from all documents and other records of the Recipient; (e) apply the same security measures and degree of care to the Confidential Information as the Recipient applies to its own confidential information, which the Recipient warrants as providing adequate protection from unauthorized disclosure, copying or use; and (f) keep a written record of: any document or other Confidential Information received from the other in tangible form; any copy made of the Confidential Information. 2.2 The Recipient may disclose the Disclosing Party's Confidential Information to those of its Representatives who need to know this Confidential Information for the Purpose, provided that: (a) it informs its Representatives of the confidential nature of the Confidential Information before disclosure; (b) it procures that its Representatives shall, in relation to any Confidential Information disclosed to them, comply with this Agreement as if they were the Recipient and, if the Disclosing Party so requests, procure that any relevant Representative enters into a confidentiality agreement with the Disclosing Party on terms equivalent to those contained in this Agreement; and (c) it keeps a written record of these Representatives; and (d) it shall at all times be liable for the failure of any Representative to comply with the terms of this Agreement. 2.3 A Party may disclose Confidential Information to the extent such Confidential Information is required to be disclosed by law, by any governmental or other regulatory authority (including, without limitation any relevant securities exchange) or by a Court or other authority of competent jurisdiction provided that, to the extent it is legally permitted to do so, it gives the other Party as much notice of this disclosure as possible and, where notice of disclosure is not prohibited and is given in accordance with this Clause 2.3 , it takes into account the reasonable requests of the other Party in relation to the content of this disclosure, to the extent that it is legally permitted to do so. 2.4 The Recipient may, however, provided that the Recipient has reasonable grounds to believe that the Disclosing Party is involved in activity that may constitute a criminal offence under the Bribery Act 2010, disclose Confidential Information to the Serious Fraud Office without first notifying the Disclosing Party of such disclosure. 2.5 The Recipient shall establish and maintain adequate security measures (including any reasonable security measures proposed by the Disclosing party from time to time) to safeguard the Confidential Information from unauthorized access or use. 2.6 No Party shall make, or permit any person to make, any public announcement concerning this Agreement, the Purpose or its prospective interest in the Purpose without the prior written consent of the other Party (such consent not to be unreasonably withheld or delayed) except as required by law or any governmental or regulatory authority (including, without limitation, any relevant securities exchange) or by any Court or other authority of competent jurisdiction. 2.7 No Party shall make use of the other Party's name or any information acquired through its dealings with the other Party for publicity or marketing purposes without the prior written consent of the other Party. 3 Return of Information 3.1 At the request of the Disclosing Party, the Recipient shall: (a) destroy or return to the Disclosing Party all documents and materials (and any copies) containing, reflecting, incorporating, or based on the Disclosing Party's Confidential Information; (b) save in relation to its backup email systems, erase all the Disclosing Party's Confidential Information from its computer systems or which is stored in electronic form; and (c) certify in writing to the Disclosing Party that it has complied with the requirements of this Clause, provided that a Recipient may retain documents and materials containing, reflecting, incorporating, or based on the Disclosing Party's Confidential Information to the extent required by law or any applicable governmental or regulatory authority and to the extent reasonable to permit the Recipient to keep evidence that it has performed its obligations under this Agreement. The provisions of this Agreement shall continue to apply to any documents and materials retained by the Recipient. 3.2 If the Recipient develops or uses a product or a process which, in the reasonable opinion of the Disclosing Party, might have involved the use of any of the Disclosing Party's Confidential Information, the Recipient shall, at the request of the Disclosing Party, supply to the Disclosing Party information reasonably necessary to establish that the Disclosing Party's Confidential Information has not been used or disclosed. 4 Reservation of Rights and Acknowledgement 4.1 All Confidential Information shall remain the property of the Disclosing Party. Each Party reserves all rights in its Confidential Information. No rights, including, but not limited to, intellectual property rights, in respect of a party's Confidential Information are granted to the other Party and no obligations are imposed on the Disclosing Party other than those expressly stated in this Agreement. Any background intellectual property rights subsisting in any information provided by either Party to the other shall remain vested in the Disclosing Party and the Disclosing Party shall grant to the Recipient a non-exclusive, worldwide, royalty free, revocable license to use such background Intellectual Property Rights solely for the period of this Agreement and for the Purpose only. Any foreground intellectual property rights generated by CP in respect of the Purpose shall vest in CP absolutely and the Company shall acquire no interest, right or title in respect of the same. 4.2 Except as expressly stated in this Agreement, no Party makes any express or implied warranty or representation concerning its Confidential Information, or the accuracy or completeness of the Confidential Information. 4.3 The disclosure of Confidential Information by the Disclosing Party shall not form any offer by, or representation or warranty on the part of, the Disclosing Party to enter into any further agreement in relation to the Purpose, or the development or supply of any product or service to which the Confidential Information relates. 4.4 The Recipient acknowledges that damages alone would not be an adequate remedy for the breach of any of the provisions of this Agreement. Accordingly, without prejudice to any other rights and remedies it may have, the Disclosing Party shall be entitled to the granting of equitable relief (including without limitation injunctive relief) concerning any threatened or actual breach of any of the provisions of this Agreement. 5. Warranty and Indemnity 5.1 Each Disclosing Party warrants that it has the right to disclose its Confidential Information to the Recipient and to authorize the Recipient to use such Confidential Information for the Purpose. 5.2 Each Recipient shall indemnify and keep fully indemnified the Disclosing Party and its Group at all times against all liabilities, costs (including legal costs on an indemnity basis), expenses, damages and losses (including any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and other reasonable costs and expenses suffered or incurred by the Disclosing Party and/or its Group) arising from any breach of this Agreement by the Recipient and from the actions or omissions of any Representative of the Recipient. 6. Term and Termination 6.1 The obligations of each Party shall, notwithstanding any earlier termination of negotiations or discussions between the Parties in relation to the Purpose, continue for a period of 2 years from the date of this Agreement. 6.2 If either Party decides not to become, or continue to be involved in the Purpose with the other Party it shall notify the other Party in writing immediately. 6.3 Termination of this Agreement shall not affect any accrued rights or remedies to which either Party is entitled. 7 Entire Agreement 7.1 This Agreement constitutes the entire agreement between the Parties and supersedes and extinguishes all previous drafts, agreements, arrangements and understandings between them, whether written or oral, relating to its subject matter. 7.2 Each Party agrees that it shall have no remedies in respect of any representation or warranty (whether made innocently or negligently) that is not set out in this Agreement. Each Party agrees that its only liability in respect of those representations and warranties that are set out in this Agreement (whether made innocently or negligently) shall be for breach of contract. 8. Severance If any provision or part-provision of this Agreement is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this Clause shall not affect the validity and enforceability of the rest of the Agreement. 9. No Waiver 9.1 Failure to exercise, or any delay in exercising, any right or remedy provided under this Agreement or by law shall not constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict any further exercise of that or any other right or remedy. 9.2 No single or partial exercise of any right or remedy provided under this Agreement or by law shall preclude or restrict the further exercise of that or any other right or remedy. 9.3 A Party that waives a right or remedy provided under this Agreement or by law in relation to another Party, or takes or fails to take any action against that Party, does not affect its rights in relation to any other Party. 10. Assignment Except as otherwise provided in this Agreement, no Party may assign, sub-contract or deal in any way with, any of its rights or obligations under this Agreement or any document referred to in it. 11. Notices 11.1 Any notice or other communication required to be given under this Agreement, shall be in writing and shall be delivered personally, or sent by pre-paid first class post or recorded delivery or by commercial courier, to each Party required to receive the notice or communication at its address as set out below: Kenway: Ian D. Kopp, 681 Riverside Drive, Augusta, Maine 04330 Company: _______________________________________________ or as otherwise specified by the relevant Party by notice in writing to each other Party. 11.2 Any notice or other communication shall be deemed to have been duly received: (a) if delivered personally, when left at the address and for the contact referred to in clause 11.1; or (b) if sent by pre-paid first class post or recorded delivery, at 9.00 am on the second Business Day after posting; or (c) if delivered by commercial courier, on the date and at the time that the courier's delivery receipt is signed. 11.3 A notice or other communication required to be given under this Agreement shall not be validly given if sent by e-mail. 12. No Partnership or Agency Nothing in this Agreement is intended to, or shall be deemed to, establish any partnership or joint venture between any of the Parties, constitute any Party the agent of another Party, nor authorize any Party to make or enter into any commitments for or on behalf of any other Party. 13. No Relationship of Employer and Employee Nothing in this Agreement is intended to, or shall be deemed to, establish any relationship of employer and employee between the Parties. 14. Third Party Rights A person who is not a Party to this Agreement shall not have any rights to enforce its terms as though it were a Party to it. 15. Variation Except as set out in this Agreement, no variation of this Agreement, including the introduction of any additional terms and conditions, shall be effective unless it is agreed in writing and signed by both Parties. 16. Governing Law and Jurisdiction This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the state of Delaware, of the United States of America, without regard to conflict of law rules thereof. The Parties irrevocably agree that the Courts of Delaware shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this Agreement or its subject matter or formation (including non-contractual disputes or claims). This Agreement has been entered into on the date stated above by: For and on behalf of Kenway Composites For and on behalf of Company _____________________________ _____________________________ Ian D. Kopp Name President Title

Receiving Party shall destroy or return some Confidential Information upon the termination of Agreement.

NotMentioned

THIS NON-DISCLOSURE AGREEMENT is made on Xth day of Month, year (the “Agreement”) BY and BETWEEN: (1) CPK Manufacturing LLC dba Kenway Composites, incorporated and registered in Delaware whose office is at 681 Riverside Drive, Augusta, Maine 04330 (“Kenway”); and (2) _______________________ incorporated and registered in ____________________whose registered office is at _________________________________________________________ (the “Company”). Hereinafter, individually referred to as a “Party” and together, as the “Parties” to this Agreement. RECITALS (A) Each Party wishes to disclose to the other Party Confidential Information in relation to the Purpose (as respectively defined below). (B) Each Party wishes to ensure that the other Party maintains the confidentiality of its Confidential Information. (C) In consideration of the benefits to the Parties of the disclosure of the Confidential Information, the Parties have agreed to comply with the following terms in connection with the use and disclosure of Confidential Information. NOW THE PARTIES HEREBY AGREE AS FOLLOWS: 1 Definitions and Interpretation 1.1 The following definitions in this Clause 1 apply in this Agreement as follows: “Business Day” means a day (other than a Saturday, Sunday or public holiday) when banks are open for business. “Confidential Information:” means all confidential information (however recorded, preserved or disclosed) disclosed by a Party or its Representatives to the other Party and that Party's Representatives including but not limited to: the fact that discussions and negotiations are taking place concerning the Purpose and the status of those discussions and negotiations; any information that would be regarded as confidential by a reasonable business person relating to: (a) the business, affairs, customers, clients, suppliers, plans, intentions, or market opportunities of the Disclosing Party or of the Disclosing Party's Group; (b) the operations, processes, product information, know-how, designs, specifications, trade secrets or software of the Disclosing Party or of the Disclosing Party's Group; and (c) any information or analysis derived from Confidential Information; but not including any information: (a) that is or becomes generally available to the public other than as a result of its disclosure by the Recipient or its Representatives in breach of this Agreement or of any other undertaking of confidentiality addressed to the Party to whom the information relates (except that any compilation of otherwise public information in a form not publicly known shall nevertheless be treated as Confidential Information); (b) was available to the Recipient on a non-confidential basis prior to disclosure by the Disclosing Party; (c) was, is or becomes available to the Recipient on a non-confidential basis from a person who, to the Recipient's knowledge, is not bound by a confidentiality agreement with the Disclosing Party or otherwise prohibited from disclosing the information to the Recipient; (d) was lawfully in the possession of the Recipient before the information was disclosed to it by the Disclosing Party; (e) the Parties agree in writing is not confidential or may be disclosed; and/or (f) is developed by or for the Recipient independently of the information disclosed by the Disclosing Party. “Disclosing Party:” means a Party to this Agreement which discloses or makes available directly or indirectly, Confidential Information. “Group”: means, in relation to a company, that company, each and any subsidiary or holding company from time to time of that company and each and any subsidiary from time to time of a holding company of that company. “Holding Company” and “Subsidiary” mean a "holding company" and "subsidiary" of the Recipient or Disclosing Party respectively. “Purpose”: means the exchange of Confidential Information, trade secrets, know-how and samples in order to evaluate and pursue the objective of one or more potential business arrangements with respect to Kenway’s potential to supply the Company with information, products and/or designs that are proprietary to the Company. “Recipient”: means a Party to this Agreement which receives or obtains directly or indirectly Confidential Information. “Representative”: means employees, agents, officers, advisers and other representatives of the Recipient. 1.2 In this Agreement, the following rules of interpretation apply: (a) a person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality); (b) a reference to a party includes its personal representatives, successors or permitted assigns; (c) a reference to a statute or statutory provision is a reference to such statute or statutory provision as amended or re-enacted. A reference to a statute or statutory provision includes any subordinate legislation made under that statute or statutory provision, as amended or re-enacted; (d) any phrase introduced by the terms including, include, in particular or any similar expression shall be construed as illustrative and shall not limit the sense of the words preceding those terms; (e) a reference to writing or written includes faxes; and (f) unless the context otherwise requires, a reference to one gender shall include a reference to the other genders 2. Obligations of Confidentiality 2.1 The Recipient shall keep the Disclosing Party's Confidential Information confidential and, except with the prior written consent of the Disclosing Party, shall: (a) not use or exploit the Confidential Information in any way except for the Purpose; (b) not disclose or make available the Confidential Information in whole or in part to any third party, except as expressly permitted by this Agreement; (c) not copy, reduce to writing or otherwise record the Confidential Information except as strictly necessary for the Purpose (and any such copies, reductions to writing and records shall be the property of the Disclosing Party); (d) keep separate the Confidential Information from all documents and other records of the Recipient; (e) apply the same security measures and degree of care to the Confidential Information as the Recipient applies to its own confidential information, which the Recipient warrants as providing adequate protection from unauthorized disclosure, copying or use; and (f) keep a written record of: any document or other Confidential Information received from the other in tangible form; any copy made of the Confidential Information. 2.2 The Recipient may disclose the Disclosing Party's Confidential Information to those of its Representatives who need to know this Confidential Information for the Purpose, provided that: (a) it informs its Representatives of the confidential nature of the Confidential Information before disclosure; (b) it procures that its Representatives shall, in relation to any Confidential Information disclosed to them, comply with this Agreement as if they were the Recipient and, if the Disclosing Party so requests, procure that any relevant Representative enters into a confidentiality agreement with the Disclosing Party on terms equivalent to those contained in this Agreement; and (c) it keeps a written record of these Representatives; and (d) it shall at all times be liable for the failure of any Representative to comply with the terms of this Agreement. 2.3 A Party may disclose Confidential Information to the extent such Confidential Information is required to be disclosed by law, by any governmental or other regulatory authority (including, without limitation any relevant securities exchange) or by a Court or other authority of competent jurisdiction provided that, to the extent it is legally permitted to do so, it gives the other Party as much notice of this disclosure as possible and, where notice of disclosure is not prohibited and is given in accordance with this Clause 2.3 , it takes into account the reasonable requests of the other Party in relation to the content of this disclosure, to the extent that it is legally permitted to do so. 2.4 The Recipient may, however, provided that the Recipient has reasonable grounds to believe that the Disclosing Party is involved in activity that may constitute a criminal offence under the Bribery Act 2010, disclose Confidential Information to the Serious Fraud Office without first notifying the Disclosing Party of such disclosure. 2.5 The Recipient shall establish and maintain adequate security measures (including any reasonable security measures proposed by the Disclosing party from time to time) to safeguard the Confidential Information from unauthorized access or use. 2.6 No Party shall make, or permit any person to make, any public announcement concerning this Agreement, the Purpose or its prospective interest in the Purpose without the prior written consent of the other Party (such consent not to be unreasonably withheld or delayed) except as required by law or any governmental or regulatory authority (including, without limitation, any relevant securities exchange) or by any Court or other authority of competent jurisdiction. 2.7 No Party shall make use of the other Party's name or any information acquired through its dealings with the other Party for publicity or marketing purposes without the prior written consent of the other Party. 3 Return of Information 3.1 At the request of the Disclosing Party, the Recipient shall: (a) destroy or return to the Disclosing Party all documents and materials (and any copies) containing, reflecting, incorporating, or based on the Disclosing Party's Confidential Information; (b) save in relation to its backup email systems, erase all the Disclosing Party's Confidential Information from its computer systems or which is stored in electronic form; and (c) certify in writing to the Disclosing Party that it has complied with the requirements of this Clause, provided that a Recipient may retain documents and materials containing, reflecting, incorporating, or based on the Disclosing Party's Confidential Information to the extent required by law or any applicable governmental or regulatory authority and to the extent reasonable to permit the Recipient to keep evidence that it has performed its obligations under this Agreement. The provisions of this Agreement shall continue to apply to any documents and materials retained by the Recipient. 3.2 If the Recipient develops or uses a product or a process which, in the reasonable opinion of the Disclosing Party, might have involved the use of any of the Disclosing Party's Confidential Information, the Recipient shall, at the request of the Disclosing Party, supply to the Disclosing Party information reasonably necessary to establish that the Disclosing Party's Confidential Information has not been used or disclosed. 4 Reservation of Rights and Acknowledgement 4.1 All Confidential Information shall remain the property of the Disclosing Party. Each Party reserves all rights in its Confidential Information. No rights, including, but not limited to, intellectual property rights, in respect of a party's Confidential Information are granted to the other Party and no obligations are imposed on the Disclosing Party other than those expressly stated in this Agreement. Any background intellectual property rights subsisting in any information provided by either Party to the other shall remain vested in the Disclosing Party and the Disclosing Party shall grant to the Recipient a non-exclusive, worldwide, royalty free, revocable license to use such background Intellectual Property Rights solely for the period of this Agreement and for the Purpose only. Any foreground intellectual property rights generated by CP in respect of the Purpose shall vest in CP absolutely and the Company shall acquire no interest, right or title in respect of the same. 4.2 Except as expressly stated in this Agreement, no Party makes any express or implied warranty or representation concerning its Confidential Information, or the accuracy or completeness of the Confidential Information. 4.3 The disclosure of Confidential Information by the Disclosing Party shall not form any offer by, or representation or warranty on the part of, the Disclosing Party to enter into any further agreement in relation to the Purpose, or the development or supply of any product or service to which the Confidential Information relates. 4.4 The Recipient acknowledges that damages alone would not be an adequate remedy for the breach of any of the provisions of this Agreement. Accordingly, without prejudice to any other rights and remedies it may have, the Disclosing Party shall be entitled to the granting of equitable relief (including without limitation injunctive relief) concerning any threatened or actual breach of any of the provisions of this Agreement. 5. Warranty and Indemnity 5.1 Each Disclosing Party warrants that it has the right to disclose its Confidential Information to the Recipient and to authorize the Recipient to use such Confidential Information for the Purpose. 5.2 Each Recipient shall indemnify and keep fully indemnified the Disclosing Party and its Group at all times against all liabilities, costs (including legal costs on an indemnity basis), expenses, damages and losses (including any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and other reasonable costs and expenses suffered or incurred by the Disclosing Party and/or its Group) arising from any breach of this Agreement by the Recipient and from the actions or omissions of any Representative of the Recipient. 6. Term and Termination 6.1 The obligations of each Party shall, notwithstanding any earlier termination of negotiations or discussions between the Parties in relation to the Purpose, continue for a period of 2 years from the date of this Agreement. 6.2 If either Party decides not to become, or continue to be involved in the Purpose with the other Party it shall notify the other Party in writing immediately. 6.3 Termination of this Agreement shall not affect any accrued rights or remedies to which either Party is entitled. 7 Entire Agreement 7.1 This Agreement constitutes the entire agreement between the Parties and supersedes and extinguishes all previous drafts, agreements, arrangements and understandings between them, whether written or oral, relating to its subject matter. 7.2 Each Party agrees that it shall have no remedies in respect of any representation or warranty (whether made innocently or negligently) that is not set out in this Agreement. Each Party agrees that its only liability in respect of those representations and warranties that are set out in this Agreement (whether made innocently or negligently) shall be for breach of contract. 8. Severance If any provision or part-provision of this Agreement is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this Clause shall not affect the validity and enforceability of the rest of the Agreement. 9. No Waiver 9.1 Failure to exercise, or any delay in exercising, any right or remedy provided under this Agreement or by law shall not constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict any further exercise of that or any other right or remedy. 9.2 No single or partial exercise of any right or remedy provided under this Agreement or by law shall preclude or restrict the further exercise of that or any other right or remedy. 9.3 A Party that waives a right or remedy provided under this Agreement or by law in relation to another Party, or takes or fails to take any action against that Party, does not affect its rights in relation to any other Party. 10. Assignment Except as otherwise provided in this Agreement, no Party may assign, sub-contract or deal in any way with, any of its rights or obligations under this Agreement or any document referred to in it. 11. Notices 11.1 Any notice or other communication required to be given under this Agreement, shall be in writing and shall be delivered personally, or sent by pre-paid first class post or recorded delivery or by commercial courier, to each Party required to receive the notice or communication at its address as set out below: Kenway: Ian D. Kopp, 681 Riverside Drive, Augusta, Maine 04330 Company: _______________________________________________ or as otherwise specified by the relevant Party by notice in writing to each other Party. 11.2 Any notice or other communication shall be deemed to have been duly received: (a) if delivered personally, when left at the address and for the contact referred to in clause 11.1; or (b) if sent by pre-paid first class post or recorded delivery, at 9.00 am on the second Business Day after posting; or (c) if delivered by commercial courier, on the date and at the time that the courier's delivery receipt is signed. 11.3 A notice or other communication required to be given under this Agreement shall not be validly given if sent by e-mail. 12. No Partnership or Agency Nothing in this Agreement is intended to, or shall be deemed to, establish any partnership or joint venture between any of the Parties, constitute any Party the agent of another Party, nor authorize any Party to make or enter into any commitments for or on behalf of any other Party. 13. No Relationship of Employer and Employee Nothing in this Agreement is intended to, or shall be deemed to, establish any relationship of employer and employee between the Parties. 14. Third Party Rights A person who is not a Party to this Agreement shall not have any rights to enforce its terms as though it were a Party to it. 15. Variation Except as set out in this Agreement, no variation of this Agreement, including the introduction of any additional terms and conditions, shall be effective unless it is agreed in writing and signed by both Parties. 16. Governing Law and Jurisdiction This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the state of Delaware, of the United States of America, without regard to conflict of law rules thereof. The Parties irrevocably agree that the Courts of Delaware shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this Agreement or its subject matter or formation (including non-contractual disputes or claims). This Agreement has been entered into on the date stated above by: For and on behalf of Kenway Composites For and on behalf of Company _____________________________ _____________________________ Ian D. Kopp Name President Title

Agreement shall not grant Receiving Party any right to Confidential Information.

Entailment

THIS NON-DISCLOSURE AGREEMENT is made on Xth day of Month, year (the “Agreement”) BY and BETWEEN: (1) CPK Manufacturing LLC dba Kenway Composites, incorporated and registered in Delaware whose office is at 681 Riverside Drive, Augusta, Maine 04330 (“Kenway”); and (2) _______________________ incorporated and registered in ____________________whose registered office is at _________________________________________________________ (the “Company”). Hereinafter, individually referred to as a “Party” and together, as the “Parties” to this Agreement. RECITALS (A) Each Party wishes to disclose to the other Party Confidential Information in relation to the Purpose (as respectively defined below). (B) Each Party wishes to ensure that the other Party maintains the confidentiality of its Confidential Information. (C) In consideration of the benefits to the Parties of the disclosure of the Confidential Information, the Parties have agreed to comply with the following terms in connection with the use and disclosure of Confidential Information. NOW THE PARTIES HEREBY AGREE AS FOLLOWS: 1 Definitions and Interpretation 1.1 The following definitions in this Clause 1 apply in this Agreement as follows: “Business Day” means a day (other than a Saturday, Sunday or public holiday) when banks are open for business. “Confidential Information:” means all confidential information (however recorded, preserved or disclosed) disclosed by a Party or its Representatives to the other Party and that Party's Representatives including but not limited to: the fact that discussions and negotiations are taking place concerning the Purpose and the status of those discussions and negotiations; any information that would be regarded as confidential by a reasonable business person relating to: (a) the business, affairs, customers, clients, suppliers, plans, intentions, or market opportunities of the Disclosing Party or of the Disclosing Party's Group; (b) the operations, processes, product information, know-how, designs, specifications, trade secrets or software of the Disclosing Party or of the Disclosing Party's Group; and (c) any information or analysis derived from Confidential Information; but not including any information: (a) that is or becomes generally available to the public other than as a result of its disclosure by the Recipient or its Representatives in breach of this Agreement or of any other undertaking of confidentiality addressed to the Party to whom the information relates (except that any compilation of otherwise public information in a form not publicly known shall nevertheless be treated as Confidential Information); (b) was available to the Recipient on a non-confidential basis prior to disclosure by the Disclosing Party; (c) was, is or becomes available to the Recipient on a non-confidential basis from a person who, to the Recipient's knowledge, is not bound by a confidentiality agreement with the Disclosing Party or otherwise prohibited from disclosing the information to the Recipient; (d) was lawfully in the possession of the Recipient before the information was disclosed to it by the Disclosing Party; (e) the Parties agree in writing is not confidential or may be disclosed; and/or (f) is developed by or for the Recipient independently of the information disclosed by the Disclosing Party. “Disclosing Party:” means a Party to this Agreement which discloses or makes available directly or indirectly, Confidential Information. “Group”: means, in relation to a company, that company, each and any subsidiary or holding company from time to time of that company and each and any subsidiary from time to time of a holding company of that company. “Holding Company” and “Subsidiary” mean a "holding company" and "subsidiary" of the Recipient or Disclosing Party respectively. “Purpose”: means the exchange of Confidential Information, trade secrets, know-how and samples in order to evaluate and pursue the objective of one or more potential business arrangements with respect to Kenway’s potential to supply the Company with information, products and/or designs that are proprietary to the Company. “Recipient”: means a Party to this Agreement which receives or obtains directly or indirectly Confidential Information. “Representative”: means employees, agents, officers, advisers and other representatives of the Recipient. 1.2 In this Agreement, the following rules of interpretation apply: (a) a person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality); (b) a reference to a party includes its personal representatives, successors or permitted assigns; (c) a reference to a statute or statutory provision is a reference to such statute or statutory provision as amended or re-enacted. A reference to a statute or statutory provision includes any subordinate legislation made under that statute or statutory provision, as amended or re-enacted; (d) any phrase introduced by the terms including, include, in particular or any similar expression shall be construed as illustrative and shall not limit the sense of the words preceding those terms; (e) a reference to writing or written includes faxes; and (f) unless the context otherwise requires, a reference to one gender shall include a reference to the other genders 2. Obligations of Confidentiality 2.1 The Recipient shall keep the Disclosing Party's Confidential Information confidential and, except with the prior written consent of the Disclosing Party, shall: (a) not use or exploit the Confidential Information in any way except for the Purpose; (b) not disclose or make available the Confidential Information in whole or in part to any third party, except as expressly permitted by this Agreement; (c) not copy, reduce to writing or otherwise record the Confidential Information except as strictly necessary for the Purpose (and any such copies, reductions to writing and records shall be the property of the Disclosing Party); (d) keep separate the Confidential Information from all documents and other records of the Recipient; (e) apply the same security measures and degree of care to the Confidential Information as the Recipient applies to its own confidential information, which the Recipient warrants as providing adequate protection from unauthorized disclosure, copying or use; and (f) keep a written record of: any document or other Confidential Information received from the other in tangible form; any copy made of the Confidential Information. 2.2 The Recipient may disclose the Disclosing Party's Confidential Information to those of its Representatives who need to know this Confidential Information for the Purpose, provided that: (a) it informs its Representatives of the confidential nature of the Confidential Information before disclosure; (b) it procures that its Representatives shall, in relation to any Confidential Information disclosed to them, comply with this Agreement as if they were the Recipient and, if the Disclosing Party so requests, procure that any relevant Representative enters into a confidentiality agreement with the Disclosing Party on terms equivalent to those contained in this Agreement; and (c) it keeps a written record of these Representatives; and (d) it shall at all times be liable for the failure of any Representative to comply with the terms of this Agreement. 2.3 A Party may disclose Confidential Information to the extent such Confidential Information is required to be disclosed by law, by any governmental or other regulatory authority (including, without limitation any relevant securities exchange) or by a Court or other authority of competent jurisdiction provided that, to the extent it is legally permitted to do so, it gives the other Party as much notice of this disclosure as possible and, where notice of disclosure is not prohibited and is given in accordance with this Clause 2.3 , it takes into account the reasonable requests of the other Party in relation to the content of this disclosure, to the extent that it is legally permitted to do so. 2.4 The Recipient may, however, provided that the Recipient has reasonable grounds to believe that the Disclosing Party is involved in activity that may constitute a criminal offence under the Bribery Act 2010, disclose Confidential Information to the Serious Fraud Office without first notifying the Disclosing Party of such disclosure. 2.5 The Recipient shall establish and maintain adequate security measures (including any reasonable security measures proposed by the Disclosing party from time to time) to safeguard the Confidential Information from unauthorized access or use. 2.6 No Party shall make, or permit any person to make, any public announcement concerning this Agreement, the Purpose or its prospective interest in the Purpose without the prior written consent of the other Party (such consent not to be unreasonably withheld or delayed) except as required by law or any governmental or regulatory authority (including, without limitation, any relevant securities exchange) or by any Court or other authority of competent jurisdiction. 2.7 No Party shall make use of the other Party's name or any information acquired through its dealings with the other Party for publicity or marketing purposes without the prior written consent of the other Party. 3 Return of Information 3.1 At the request of the Disclosing Party, the Recipient shall: (a) destroy or return to the Disclosing Party all documents and materials (and any copies) containing, reflecting, incorporating, or based on the Disclosing Party's Confidential Information; (b) save in relation to its backup email systems, erase all the Disclosing Party's Confidential Information from its computer systems or which is stored in electronic form; and (c) certify in writing to the Disclosing Party that it has complied with the requirements of this Clause, provided that a Recipient may retain documents and materials containing, reflecting, incorporating, or based on the Disclosing Party's Confidential Information to the extent required by law or any applicable governmental or regulatory authority and to the extent reasonable to permit the Recipient to keep evidence that it has performed its obligations under this Agreement. The provisions of this Agreement shall continue to apply to any documents and materials retained by the Recipient. 3.2 If the Recipient develops or uses a product or a process which, in the reasonable opinion of the Disclosing Party, might have involved the use of any of the Disclosing Party's Confidential Information, the Recipient shall, at the request of the Disclosing Party, supply to the Disclosing Party information reasonably necessary to establish that the Disclosing Party's Confidential Information has not been used or disclosed. 4 Reservation of Rights and Acknowledgement 4.1 All Confidential Information shall remain the property of the Disclosing Party. Each Party reserves all rights in its Confidential Information. No rights, including, but not limited to, intellectual property rights, in respect of a party's Confidential Information are granted to the other Party and no obligations are imposed on the Disclosing Party other than those expressly stated in this Agreement. Any background intellectual property rights subsisting in any information provided by either Party to the other shall remain vested in the Disclosing Party and the Disclosing Party shall grant to the Recipient a non-exclusive, worldwide, royalty free, revocable license to use such background Intellectual Property Rights solely for the period of this Agreement and for the Purpose only. Any foreground intellectual property rights generated by CP in respect of the Purpose shall vest in CP absolutely and the Company shall acquire no interest, right or title in respect of the same. 4.2 Except as expressly stated in this Agreement, no Party makes any express or implied warranty or representation concerning its Confidential Information, or the accuracy or completeness of the Confidential Information. 4.3 The disclosure of Confidential Information by the Disclosing Party shall not form any offer by, or representation or warranty on the part of, the Disclosing Party to enter into any further agreement in relation to the Purpose, or the development or supply of any product or service to which the Confidential Information relates. 4.4 The Recipient acknowledges that damages alone would not be an adequate remedy for the breach of any of the provisions of this Agreement. Accordingly, without prejudice to any other rights and remedies it may have, the Disclosing Party shall be entitled to the granting of equitable relief (including without limitation injunctive relief) concerning any threatened or actual breach of any of the provisions of this Agreement. 5. Warranty and Indemnity 5.1 Each Disclosing Party warrants that it has the right to disclose its Confidential Information to the Recipient and to authorize the Recipient to use such Confidential Information for the Purpose. 5.2 Each Recipient shall indemnify and keep fully indemnified the Disclosing Party and its Group at all times against all liabilities, costs (including legal costs on an indemnity basis), expenses, damages and losses (including any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and other reasonable costs and expenses suffered or incurred by the Disclosing Party and/or its Group) arising from any breach of this Agreement by the Recipient and from the actions or omissions of any Representative of the Recipient. 6. Term and Termination 6.1 The obligations of each Party shall, notwithstanding any earlier termination of negotiations or discussions between the Parties in relation to the Purpose, continue for a period of 2 years from the date of this Agreement. 6.2 If either Party decides not to become, or continue to be involved in the Purpose with the other Party it shall notify the other Party in writing immediately. 6.3 Termination of this Agreement shall not affect any accrued rights or remedies to which either Party is entitled. 7 Entire Agreement 7.1 This Agreement constitutes the entire agreement between the Parties and supersedes and extinguishes all previous drafts, agreements, arrangements and understandings between them, whether written or oral, relating to its subject matter. 7.2 Each Party agrees that it shall have no remedies in respect of any representation or warranty (whether made innocently or negligently) that is not set out in this Agreement. Each Party agrees that its only liability in respect of those representations and warranties that are set out in this Agreement (whether made innocently or negligently) shall be for breach of contract. 8. Severance If any provision or part-provision of this Agreement is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this Clause shall not affect the validity and enforceability of the rest of the Agreement. 9. No Waiver 9.1 Failure to exercise, or any delay in exercising, any right or remedy provided under this Agreement or by law shall not constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict any further exercise of that or any other right or remedy. 9.2 No single or partial exercise of any right or remedy provided under this Agreement or by law shall preclude or restrict the further exercise of that or any other right or remedy. 9.3 A Party that waives a right or remedy provided under this Agreement or by law in relation to another Party, or takes or fails to take any action against that Party, does not affect its rights in relation to any other Party. 10. Assignment Except as otherwise provided in this Agreement, no Party may assign, sub-contract or deal in any way with, any of its rights or obligations under this Agreement or any document referred to in it. 11. Notices 11.1 Any notice or other communication required to be given under this Agreement, shall be in writing and shall be delivered personally, or sent by pre-paid first class post or recorded delivery or by commercial courier, to each Party required to receive the notice or communication at its address as set out below: Kenway: Ian D. Kopp, 681 Riverside Drive, Augusta, Maine 04330 Company: _______________________________________________ or as otherwise specified by the relevant Party by notice in writing to each other Party. 11.2 Any notice or other communication shall be deemed to have been duly received: (a) if delivered personally, when left at the address and for the contact referred to in clause 11.1; or (b) if sent by pre-paid first class post or recorded delivery, at 9.00 am on the second Business Day after posting; or (c) if delivered by commercial courier, on the date and at the time that the courier's delivery receipt is signed. 11.3 A notice or other communication required to be given under this Agreement shall not be validly given if sent by e-mail. 12. No Partnership or Agency Nothing in this Agreement is intended to, or shall be deemed to, establish any partnership or joint venture between any of the Parties, constitute any Party the agent of another Party, nor authorize any Party to make or enter into any commitments for or on behalf of any other Party. 13. No Relationship of Employer and Employee Nothing in this Agreement is intended to, or shall be deemed to, establish any relationship of employer and employee between the Parties. 14. Third Party Rights A person who is not a Party to this Agreement shall not have any rights to enforce its terms as though it were a Party to it. 15. Variation Except as set out in this Agreement, no variation of this Agreement, including the introduction of any additional terms and conditions, shall be effective unless it is agreed in writing and signed by both Parties. 16. Governing Law and Jurisdiction This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the state of Delaware, of the United States of America, without regard to conflict of law rules thereof. The Parties irrevocably agree that the Courts of Delaware shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this Agreement or its subject matter or formation (including non-contractual disputes or claims). This Agreement has been entered into on the date stated above by: For and on behalf of Kenway Composites For and on behalf of Company _____________________________ _____________________________ Ian D. Kopp Name President Title

Receiving Party shall not disclose the fact that Agreement was agreed or negotiated.

Entailment

THIS NON-DISCLOSURE AGREEMENT is made on Xth day of Month, year (the “Agreement”) BY and BETWEEN: (1) CPK Manufacturing LLC dba Kenway Composites, incorporated and registered in Delaware whose office is at 681 Riverside Drive, Augusta, Maine 04330 (“Kenway”); and (2) _______________________ incorporated and registered in ____________________whose registered office is at _________________________________________________________ (the “Company”). Hereinafter, individually referred to as a “Party” and together, as the “Parties” to this Agreement. RECITALS (A) Each Party wishes to disclose to the other Party Confidential Information in relation to the Purpose (as respectively defined below). (B) Each Party wishes to ensure that the other Party maintains the confidentiality of its Confidential Information. (C) In consideration of the benefits to the Parties of the disclosure of the Confidential Information, the Parties have agreed to comply with the following terms in connection with the use and disclosure of Confidential Information. NOW THE PARTIES HEREBY AGREE AS FOLLOWS: 1 Definitions and Interpretation 1.1 The following definitions in this Clause 1 apply in this Agreement as follows: “Business Day” means a day (other than a Saturday, Sunday or public holiday) when banks are open for business. “Confidential Information:” means all confidential information (however recorded, preserved or disclosed) disclosed by a Party or its Representatives to the other Party and that Party's Representatives including but not limited to: the fact that discussions and negotiations are taking place concerning the Purpose and the status of those discussions and negotiations; any information that would be regarded as confidential by a reasonable business person relating to: (a) the business, affairs, customers, clients, suppliers, plans, intentions, or market opportunities of the Disclosing Party or of the Disclosing Party's Group; (b) the operations, processes, product information, know-how, designs, specifications, trade secrets or software of the Disclosing Party or of the Disclosing Party's Group; and (c) any information or analysis derived from Confidential Information; but not including any information: (a) that is or becomes generally available to the public other than as a result of its disclosure by the Recipient or its Representatives in breach of this Agreement or of any other undertaking of confidentiality addressed to the Party to whom the information relates (except that any compilation of otherwise public information in a form not publicly known shall nevertheless be treated as Confidential Information); (b) was available to the Recipient on a non-confidential basis prior to disclosure by the Disclosing Party; (c) was, is or becomes available to the Recipient on a non-confidential basis from a person who, to the Recipient's knowledge, is not bound by a confidentiality agreement with the Disclosing Party or otherwise prohibited from disclosing the information to the Recipient; (d) was lawfully in the possession of the Recipient before the information was disclosed to it by the Disclosing Party; (e) the Parties agree in writing is not confidential or may be disclosed; and/or (f) is developed by or for the Recipient independently of the information disclosed by the Disclosing Party. “Disclosing Party:” means a Party to this Agreement which discloses or makes available directly or indirectly, Confidential Information. “Group”: means, in relation to a company, that company, each and any subsidiary or holding company from time to time of that company and each and any subsidiary from time to time of a holding company of that company. “Holding Company” and “Subsidiary” mean a "holding company" and "subsidiary" of the Recipient or Disclosing Party respectively. “Purpose”: means the exchange of Confidential Information, trade secrets, know-how and samples in order to evaluate and pursue the objective of one or more potential business arrangements with respect to Kenway’s potential to supply the Company with information, products and/or designs that are proprietary to the Company. “Recipient”: means a Party to this Agreement which receives or obtains directly or indirectly Confidential Information. “Representative”: means employees, agents, officers, advisers and other representatives of the Recipient. 1.2 In this Agreement, the following rules of interpretation apply: (a) a person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality); (b) a reference to a party includes its personal representatives, successors or permitted assigns; (c) a reference to a statute or statutory provision is a reference to such statute or statutory provision as amended or re-enacted. A reference to a statute or statutory provision includes any subordinate legislation made under that statute or statutory provision, as amended or re-enacted; (d) any phrase introduced by the terms including, include, in particular or any similar expression shall be construed as illustrative and shall not limit the sense of the words preceding those terms; (e) a reference to writing or written includes faxes; and (f) unless the context otherwise requires, a reference to one gender shall include a reference to the other genders 2. Obligations of Confidentiality 2.1 The Recipient shall keep the Disclosing Party's Confidential Information confidential and, except with the prior written consent of the Disclosing Party, shall: (a) not use or exploit the Confidential Information in any way except for the Purpose; (b) not disclose or make available the Confidential Information in whole or in part to any third party, except as expressly permitted by this Agreement; (c) not copy, reduce to writing or otherwise record the Confidential Information except as strictly necessary for the Purpose (and any such copies, reductions to writing and records shall be the property of the Disclosing Party); (d) keep separate the Confidential Information from all documents and other records of the Recipient; (e) apply the same security measures and degree of care to the Confidential Information as the Recipient applies to its own confidential information, which the Recipient warrants as providing adequate protection from unauthorized disclosure, copying or use; and (f) keep a written record of: any document or other Confidential Information received from the other in tangible form; any copy made of the Confidential Information. 2.2 The Recipient may disclose the Disclosing Party's Confidential Information to those of its Representatives who need to know this Confidential Information for the Purpose, provided that: (a) it informs its Representatives of the confidential nature of the Confidential Information before disclosure; (b) it procures that its Representatives shall, in relation to any Confidential Information disclosed to them, comply with this Agreement as if they were the Recipient and, if the Disclosing Party so requests, procure that any relevant Representative enters into a confidentiality agreement with the Disclosing Party on terms equivalent to those contained in this Agreement; and (c) it keeps a written record of these Representatives; and (d) it shall at all times be liable for the failure of any Representative to comply with the terms of this Agreement. 2.3 A Party may disclose Confidential Information to the extent such Confidential Information is required to be disclosed by law, by any governmental or other regulatory authority (including, without limitation any relevant securities exchange) or by a Court or other authority of competent jurisdiction provided that, to the extent it is legally permitted to do so, it gives the other Party as much notice of this disclosure as possible and, where notice of disclosure is not prohibited and is given in accordance with this Clause 2.3 , it takes into account the reasonable requests of the other Party in relation to the content of this disclosure, to the extent that it is legally permitted to do so. 2.4 The Recipient may, however, provided that the Recipient has reasonable grounds to believe that the Disclosing Party is involved in activity that may constitute a criminal offence under the Bribery Act 2010, disclose Confidential Information to the Serious Fraud Office without first notifying the Disclosing Party of such disclosure. 2.5 The Recipient shall establish and maintain adequate security measures (including any reasonable security measures proposed by the Disclosing party from time to time) to safeguard the Confidential Information from unauthorized access or use. 2.6 No Party shall make, or permit any person to make, any public announcement concerning this Agreement, the Purpose or its prospective interest in the Purpose without the prior written consent of the other Party (such consent not to be unreasonably withheld or delayed) except as required by law or any governmental or regulatory authority (including, without limitation, any relevant securities exchange) or by any Court or other authority of competent jurisdiction. 2.7 No Party shall make use of the other Party's name or any information acquired through its dealings with the other Party for publicity or marketing purposes without the prior written consent of the other Party. 3 Return of Information 3.1 At the request of the Disclosing Party, the Recipient shall: (a) destroy or return to the Disclosing Party all documents and materials (and any copies) containing, reflecting, incorporating, or based on the Disclosing Party's Confidential Information; (b) save in relation to its backup email systems, erase all the Disclosing Party's Confidential Information from its computer systems or which is stored in electronic form; and (c) certify in writing to the Disclosing Party that it has complied with the requirements of this Clause, provided that a Recipient may retain documents and materials containing, reflecting, incorporating, or based on the Disclosing Party's Confidential Information to the extent required by law or any applicable governmental or regulatory authority and to the extent reasonable to permit the Recipient to keep evidence that it has performed its obligations under this Agreement. The provisions of this Agreement shall continue to apply to any documents and materials retained by the Recipient. 3.2 If the Recipient develops or uses a product or a process which, in the reasonable opinion of the Disclosing Party, might have involved the use of any of the Disclosing Party's Confidential Information, the Recipient shall, at the request of the Disclosing Party, supply to the Disclosing Party information reasonably necessary to establish that the Disclosing Party's Confidential Information has not been used or disclosed. 4 Reservation of Rights and Acknowledgement 4.1 All Confidential Information shall remain the property of the Disclosing Party. Each Party reserves all rights in its Confidential Information. No rights, including, but not limited to, intellectual property rights, in respect of a party's Confidential Information are granted to the other Party and no obligations are imposed on the Disclosing Party other than those expressly stated in this Agreement. Any background intellectual property rights subsisting in any information provided by either Party to the other shall remain vested in the Disclosing Party and the Disclosing Party shall grant to the Recipient a non-exclusive, worldwide, royalty free, revocable license to use such background Intellectual Property Rights solely for the period of this Agreement and for the Purpose only. Any foreground intellectual property rights generated by CP in respect of the Purpose shall vest in CP absolutely and the Company shall acquire no interest, right or title in respect of the same. 4.2 Except as expressly stated in this Agreement, no Party makes any express or implied warranty or representation concerning its Confidential Information, or the accuracy or completeness of the Confidential Information. 4.3 The disclosure of Confidential Information by the Disclosing Party shall not form any offer by, or representation or warranty on the part of, the Disclosing Party to enter into any further agreement in relation to the Purpose, or the development or supply of any product or service to which the Confidential Information relates. 4.4 The Recipient acknowledges that damages alone would not be an adequate remedy for the breach of any of the provisions of this Agreement. Accordingly, without prejudice to any other rights and remedies it may have, the Disclosing Party shall be entitled to the granting of equitable relief (including without limitation injunctive relief) concerning any threatened or actual breach of any of the provisions of this Agreement. 5. Warranty and Indemnity 5.1 Each Disclosing Party warrants that it has the right to disclose its Confidential Information to the Recipient and to authorize the Recipient to use such Confidential Information for the Purpose. 5.2 Each Recipient shall indemnify and keep fully indemnified the Disclosing Party and its Group at all times against all liabilities, costs (including legal costs on an indemnity basis), expenses, damages and losses (including any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and other reasonable costs and expenses suffered or incurred by the Disclosing Party and/or its Group) arising from any breach of this Agreement by the Recipient and from the actions or omissions of any Representative of the Recipient. 6. Term and Termination 6.1 The obligations of each Party shall, notwithstanding any earlier termination of negotiations or discussions between the Parties in relation to the Purpose, continue for a period of 2 years from the date of this Agreement. 6.2 If either Party decides not to become, or continue to be involved in the Purpose with the other Party it shall notify the other Party in writing immediately. 6.3 Termination of this Agreement shall not affect any accrued rights or remedies to which either Party is entitled. 7 Entire Agreement 7.1 This Agreement constitutes the entire agreement between the Parties and supersedes and extinguishes all previous drafts, agreements, arrangements and understandings between them, whether written or oral, relating to its subject matter. 7.2 Each Party agrees that it shall have no remedies in respect of any representation or warranty (whether made innocently or negligently) that is not set out in this Agreement. Each Party agrees that its only liability in respect of those representations and warranties that are set out in this Agreement (whether made innocently or negligently) shall be for breach of contract. 8. Severance If any provision or part-provision of this Agreement is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this Clause shall not affect the validity and enforceability of the rest of the Agreement. 9. No Waiver 9.1 Failure to exercise, or any delay in exercising, any right or remedy provided under this Agreement or by law shall not constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict any further exercise of that or any other right or remedy. 9.2 No single or partial exercise of any right or remedy provided under this Agreement or by law shall preclude or restrict the further exercise of that or any other right or remedy. 9.3 A Party that waives a right or remedy provided under this Agreement or by law in relation to another Party, or takes or fails to take any action against that Party, does not affect its rights in relation to any other Party. 10. Assignment Except as otherwise provided in this Agreement, no Party may assign, sub-contract or deal in any way with, any of its rights or obligations under this Agreement or any document referred to in it. 11. Notices 11.1 Any notice or other communication required to be given under this Agreement, shall be in writing and shall be delivered personally, or sent by pre-paid first class post or recorded delivery or by commercial courier, to each Party required to receive the notice or communication at its address as set out below: Kenway: Ian D. Kopp, 681 Riverside Drive, Augusta, Maine 04330 Company: _______________________________________________ or as otherwise specified by the relevant Party by notice in writing to each other Party. 11.2 Any notice or other communication shall be deemed to have been duly received: (a) if delivered personally, when left at the address and for the contact referred to in clause 11.1; or (b) if sent by pre-paid first class post or recorded delivery, at 9.00 am on the second Business Day after posting; or (c) if delivered by commercial courier, on the date and at the time that the courier's delivery receipt is signed. 11.3 A notice or other communication required to be given under this Agreement shall not be validly given if sent by e-mail. 12. No Partnership or Agency Nothing in this Agreement is intended to, or shall be deemed to, establish any partnership or joint venture between any of the Parties, constitute any Party the agent of another Party, nor authorize any Party to make or enter into any commitments for or on behalf of any other Party. 13. No Relationship of Employer and Employee Nothing in this Agreement is intended to, or shall be deemed to, establish any relationship of employer and employee between the Parties. 14. Third Party Rights A person who is not a Party to this Agreement shall not have any rights to enforce its terms as though it were a Party to it. 15. Variation Except as set out in this Agreement, no variation of this Agreement, including the introduction of any additional terms and conditions, shall be effective unless it is agreed in writing and signed by both Parties. 16. Governing Law and Jurisdiction This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the state of Delaware, of the United States of America, without regard to conflict of law rules thereof. The Parties irrevocably agree that the Courts of Delaware shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this Agreement or its subject matter or formation (including non-contractual disputes or claims). This Agreement has been entered into on the date stated above by: For and on behalf of Kenway Composites For and on behalf of Company _____________________________ _____________________________ Ian D. Kopp Name President Title

Confidential Information shall only include technical information.

Contradiction

THIS NON-DISCLOSURE AGREEMENT is made on Xth day of Month, year (the “Agreement”) BY and BETWEEN: (1) CPK Manufacturing LLC dba Kenway Composites, incorporated and registered in Delaware whose office is at 681 Riverside Drive, Augusta, Maine 04330 (“Kenway”); and (2) _______________________ incorporated and registered in ____________________whose registered office is at _________________________________________________________ (the “Company”). Hereinafter, individually referred to as a “Party” and together, as the “Parties” to this Agreement. RECITALS (A) Each Party wishes to disclose to the other Party Confidential Information in relation to the Purpose (as respectively defined below). (B) Each Party wishes to ensure that the other Party maintains the confidentiality of its Confidential Information. (C) In consideration of the benefits to the Parties of the disclosure of the Confidential Information, the Parties have agreed to comply with the following terms in connection with the use and disclosure of Confidential Information. NOW THE PARTIES HEREBY AGREE AS FOLLOWS: 1 Definitions and Interpretation 1.1 The following definitions in this Clause 1 apply in this Agreement as follows: “Business Day” means a day (other than a Saturday, Sunday or public holiday) when banks are open for business. “Confidential Information:” means all confidential information (however recorded, preserved or disclosed) disclosed by a Party or its Representatives to the other Party and that Party's Representatives including but not limited to: the fact that discussions and negotiations are taking place concerning the Purpose and the status of those discussions and negotiations; any information that would be regarded as confidential by a reasonable business person relating to: (a) the business, affairs, customers, clients, suppliers, plans, intentions, or market opportunities of the Disclosing Party or of the Disclosing Party's Group; (b) the operations, processes, product information, know-how, designs, specifications, trade secrets or software of the Disclosing Party or of the Disclosing Party's Group; and (c) any information or analysis derived from Confidential Information; but not including any information: (a) that is or becomes generally available to the public other than as a result of its disclosure by the Recipient or its Representatives in breach of this Agreement or of any other undertaking of confidentiality addressed to the Party to whom the information relates (except that any compilation of otherwise public information in a form not publicly known shall nevertheless be treated as Confidential Information); (b) was available to the Recipient on a non-confidential basis prior to disclosure by the Disclosing Party; (c) was, is or becomes available to the Recipient on a non-confidential basis from a person who, to the Recipient's knowledge, is not bound by a confidentiality agreement with the Disclosing Party or otherwise prohibited from disclosing the information to the Recipient; (d) was lawfully in the possession of the Recipient before the information was disclosed to it by the Disclosing Party; (e) the Parties agree in writing is not confidential or may be disclosed; and/or (f) is developed by or for the Recipient independently of the information disclosed by the Disclosing Party. “Disclosing Party:” means a Party to this Agreement which discloses or makes available directly or indirectly, Confidential Information. “Group”: means, in relation to a company, that company, each and any subsidiary or holding company from time to time of that company and each and any subsidiary from time to time of a holding company of that company. “Holding Company” and “Subsidiary” mean a "holding company" and "subsidiary" of the Recipient or Disclosing Party respectively. “Purpose”: means the exchange of Confidential Information, trade secrets, know-how and samples in order to evaluate and pursue the objective of one or more potential business arrangements with respect to Kenway’s potential to supply the Company with information, products and/or designs that are proprietary to the Company. “Recipient”: means a Party to this Agreement which receives or obtains directly or indirectly Confidential Information. “Representative”: means employees, agents, officers, advisers and other representatives of the Recipient. 1.2 In this Agreement, the following rules of interpretation apply: (a) a person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality); (b) a reference to a party includes its personal representatives, successors or permitted assigns; (c) a reference to a statute or statutory provision is a reference to such statute or statutory provision as amended or re-enacted. A reference to a statute or statutory provision includes any subordinate legislation made under that statute or statutory provision, as amended or re-enacted; (d) any phrase introduced by the terms including, include, in particular or any similar expression shall be construed as illustrative and shall not limit the sense of the words preceding those terms; (e) a reference to writing or written includes faxes; and (f) unless the context otherwise requires, a reference to one gender shall include a reference to the other genders 2. Obligations of Confidentiality 2.1 The Recipient shall keep the Disclosing Party's Confidential Information confidential and, except with the prior written consent of the Disclosing Party, shall: (a) not use or exploit the Confidential Information in any way except for the Purpose; (b) not disclose or make available the Confidential Information in whole or in part to any third party, except as expressly permitted by this Agreement; (c) not copy, reduce to writing or otherwise record the Confidential Information except as strictly necessary for the Purpose (and any such copies, reductions to writing and records shall be the property of the Disclosing Party); (d) keep separate the Confidential Information from all documents and other records of the Recipient; (e) apply the same security measures and degree of care to the Confidential Information as the Recipient applies to its own confidential information, which the Recipient warrants as providing adequate protection from unauthorized disclosure, copying or use; and (f) keep a written record of: any document or other Confidential Information received from the other in tangible form; any copy made of the Confidential Information. 2.2 The Recipient may disclose the Disclosing Party's Confidential Information to those of its Representatives who need to know this Confidential Information for the Purpose, provided that: (a) it informs its Representatives of the confidential nature of the Confidential Information before disclosure; (b) it procures that its Representatives shall, in relation to any Confidential Information disclosed to them, comply with this Agreement as if they were the Recipient and, if the Disclosing Party so requests, procure that any relevant Representative enters into a confidentiality agreement with the Disclosing Party on terms equivalent to those contained in this Agreement; and (c) it keeps a written record of these Representatives; and (d) it shall at all times be liable for the failure of any Representative to comply with the terms of this Agreement. 2.3 A Party may disclose Confidential Information to the extent such Confidential Information is required to be disclosed by law, by any governmental or other regulatory authority (including, without limitation any relevant securities exchange) or by a Court or other authority of competent jurisdiction provided that, to the extent it is legally permitted to do so, it gives the other Party as much notice of this disclosure as possible and, where notice of disclosure is not prohibited and is given in accordance with this Clause 2.3 , it takes into account the reasonable requests of the other Party in relation to the content of this disclosure, to the extent that it is legally permitted to do so. 2.4 The Recipient may, however, provided that the Recipient has reasonable grounds to believe that the Disclosing Party is involved in activity that may constitute a criminal offence under the Bribery Act 2010, disclose Confidential Information to the Serious Fraud Office without first notifying the Disclosing Party of such disclosure. 2.5 The Recipient shall establish and maintain adequate security measures (including any reasonable security measures proposed by the Disclosing party from time to time) to safeguard the Confidential Information from unauthorized access or use. 2.6 No Party shall make, or permit any person to make, any public announcement concerning this Agreement, the Purpose or its prospective interest in the Purpose without the prior written consent of the other Party (such consent not to be unreasonably withheld or delayed) except as required by law or any governmental or regulatory authority (including, without limitation, any relevant securities exchange) or by any Court or other authority of competent jurisdiction. 2.7 No Party shall make use of the other Party's name or any information acquired through its dealings with the other Party for publicity or marketing purposes without the prior written consent of the other Party. 3 Return of Information 3.1 At the request of the Disclosing Party, the Recipient shall: (a) destroy or return to the Disclosing Party all documents and materials (and any copies) containing, reflecting, incorporating, or based on the Disclosing Party's Confidential Information; (b) save in relation to its backup email systems, erase all the Disclosing Party's Confidential Information from its computer systems or which is stored in electronic form; and (c) certify in writing to the Disclosing Party that it has complied with the requirements of this Clause, provided that a Recipient may retain documents and materials containing, reflecting, incorporating, or based on the Disclosing Party's Confidential Information to the extent required by law or any applicable governmental or regulatory authority and to the extent reasonable to permit the Recipient to keep evidence that it has performed its obligations under this Agreement. The provisions of this Agreement shall continue to apply to any documents and materials retained by the Recipient. 3.2 If the Recipient develops or uses a product or a process which, in the reasonable opinion of the Disclosing Party, might have involved the use of any of the Disclosing Party's Confidential Information, the Recipient shall, at the request of the Disclosing Party, supply to the Disclosing Party information reasonably necessary to establish that the Disclosing Party's Confidential Information has not been used or disclosed. 4 Reservation of Rights and Acknowledgement 4.1 All Confidential Information shall remain the property of the Disclosing Party. Each Party reserves all rights in its Confidential Information. No rights, including, but not limited to, intellectual property rights, in respect of a party's Confidential Information are granted to the other Party and no obligations are imposed on the Disclosing Party other than those expressly stated in this Agreement. Any background intellectual property rights subsisting in any information provided by either Party to the other shall remain vested in the Disclosing Party and the Disclosing Party shall grant to the Recipient a non-exclusive, worldwide, royalty free, revocable license to use such background Intellectual Property Rights solely for the period of this Agreement and for the Purpose only. Any foreground intellectual property rights generated by CP in respect of the Purpose shall vest in CP absolutely and the Company shall acquire no interest, right or title in respect of the same. 4.2 Except as expressly stated in this Agreement, no Party makes any express or implied warranty or representation concerning its Confidential Information, or the accuracy or completeness of the Confidential Information. 4.3 The disclosure of Confidential Information by the Disclosing Party shall not form any offer by, or representation or warranty on the part of, the Disclosing Party to enter into any further agreement in relation to the Purpose, or the development or supply of any product or service to which the Confidential Information relates. 4.4 The Recipient acknowledges that damages alone would not be an adequate remedy for the breach of any of the provisions of this Agreement. Accordingly, without prejudice to any other rights and remedies it may have, the Disclosing Party shall be entitled to the granting of equitable relief (including without limitation injunctive relief) concerning any threatened or actual breach of any of the provisions of this Agreement. 5. Warranty and Indemnity 5.1 Each Disclosing Party warrants that it has the right to disclose its Confidential Information to the Recipient and to authorize the Recipient to use such Confidential Information for the Purpose. 5.2 Each Recipient shall indemnify and keep fully indemnified the Disclosing Party and its Group at all times against all liabilities, costs (including legal costs on an indemnity basis), expenses, damages and losses (including any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and other reasonable costs and expenses suffered or incurred by the Disclosing Party and/or its Group) arising from any breach of this Agreement by the Recipient and from the actions or omissions of any Representative of the Recipient. 6. Term and Termination 6.1 The obligations of each Party shall, notwithstanding any earlier termination of negotiations or discussions between the Parties in relation to the Purpose, continue for a period of 2 years from the date of this Agreement. 6.2 If either Party decides not to become, or continue to be involved in the Purpose with the other Party it shall notify the other Party in writing immediately. 6.3 Termination of this Agreement shall not affect any accrued rights or remedies to which either Party is entitled. 7 Entire Agreement 7.1 This Agreement constitutes the entire agreement between the Parties and supersedes and extinguishes all previous drafts, agreements, arrangements and understandings between them, whether written or oral, relating to its subject matter. 7.2 Each Party agrees that it shall have no remedies in respect of any representation or warranty (whether made innocently or negligently) that is not set out in this Agreement. Each Party agrees that its only liability in respect of those representations and warranties that are set out in this Agreement (whether made innocently or negligently) shall be for breach of contract. 8. Severance If any provision or part-provision of this Agreement is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this Clause shall not affect the validity and enforceability of the rest of the Agreement. 9. No Waiver 9.1 Failure to exercise, or any delay in exercising, any right or remedy provided under this Agreement or by law shall not constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict any further exercise of that or any other right or remedy. 9.2 No single or partial exercise of any right or remedy provided under this Agreement or by law shall preclude or restrict the further exercise of that or any other right or remedy. 9.3 A Party that waives a right or remedy provided under this Agreement or by law in relation to another Party, or takes or fails to take any action against that Party, does not affect its rights in relation to any other Party. 10. Assignment Except as otherwise provided in this Agreement, no Party may assign, sub-contract or deal in any way with, any of its rights or obligations under this Agreement or any document referred to in it. 11. Notices 11.1 Any notice or other communication required to be given under this Agreement, shall be in writing and shall be delivered personally, or sent by pre-paid first class post or recorded delivery or by commercial courier, to each Party required to receive the notice or communication at its address as set out below: Kenway: Ian D. Kopp, 681 Riverside Drive, Augusta, Maine 04330 Company: _______________________________________________ or as otherwise specified by the relevant Party by notice in writing to each other Party. 11.2 Any notice or other communication shall be deemed to have been duly received: (a) if delivered personally, when left at the address and for the contact referred to in clause 11.1; or (b) if sent by pre-paid first class post or recorded delivery, at 9.00 am on the second Business Day after posting; or (c) if delivered by commercial courier, on the date and at the time that the courier's delivery receipt is signed. 11.3 A notice or other communication required to be given under this Agreement shall not be validly given if sent by e-mail. 12. No Partnership or Agency Nothing in this Agreement is intended to, or shall be deemed to, establish any partnership or joint venture between any of the Parties, constitute any Party the agent of another Party, nor authorize any Party to make or enter into any commitments for or on behalf of any other Party. 13. No Relationship of Employer and Employee Nothing in this Agreement is intended to, or shall be deemed to, establish any relationship of employer and employee between the Parties. 14. Third Party Rights A person who is not a Party to this Agreement shall not have any rights to enforce its terms as though it were a Party to it. 15. Variation Except as set out in this Agreement, no variation of this Agreement, including the introduction of any additional terms and conditions, shall be effective unless it is agreed in writing and signed by both Parties. 16. Governing Law and Jurisdiction This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the state of Delaware, of the United States of America, without regard to conflict of law rules thereof. The Parties irrevocably agree that the Courts of Delaware shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this Agreement or its subject matter or formation (including non-contractual disputes or claims). This Agreement has been entered into on the date stated above by: For and on behalf of Kenway Composites For and on behalf of Company _____________________________ _____________________________ Ian D. Kopp Name President Title

All Confidential Information shall be expressly identified by the Disclosing Party.

Contradiction

THIS NON-DISCLOSURE AGREEMENT is made on Xth day of Month, year (the “Agreement”) BY and BETWEEN: (1) CPK Manufacturing LLC dba Kenway Composites, incorporated and registered in Delaware whose office is at 681 Riverside Drive, Augusta, Maine 04330 (“Kenway”); and (2) _______________________ incorporated and registered in ____________________whose registered office is at _________________________________________________________ (the “Company”). Hereinafter, individually referred to as a “Party” and together, as the “Parties” to this Agreement. RECITALS (A) Each Party wishes to disclose to the other Party Confidential Information in relation to the Purpose (as respectively defined below). (B) Each Party wishes to ensure that the other Party maintains the confidentiality of its Confidential Information. (C) In consideration of the benefits to the Parties of the disclosure of the Confidential Information, the Parties have agreed to comply with the following terms in connection with the use and disclosure of Confidential Information. NOW THE PARTIES HEREBY AGREE AS FOLLOWS: 1 Definitions and Interpretation 1.1 The following definitions in this Clause 1 apply in this Agreement as follows: “Business Day” means a day (other than a Saturday, Sunday or public holiday) when banks are open for business. “Confidential Information:” means all confidential information (however recorded, preserved or disclosed) disclosed by a Party or its Representatives to the other Party and that Party's Representatives including but not limited to: the fact that discussions and negotiations are taking place concerning the Purpose and the status of those discussions and negotiations; any information that would be regarded as confidential by a reasonable business person relating to: (a) the business, affairs, customers, clients, suppliers, plans, intentions, or market opportunities of the Disclosing Party or of the Disclosing Party's Group; (b) the operations, processes, product information, know-how, designs, specifications, trade secrets or software of the Disclosing Party or of the Disclosing Party's Group; and (c) any information or analysis derived from Confidential Information; but not including any information: (a) that is or becomes generally available to the public other than as a result of its disclosure by the Recipient or its Representatives in breach of this Agreement or of any other undertaking of confidentiality addressed to the Party to whom the information relates (except that any compilation of otherwise public information in a form not publicly known shall nevertheless be treated as Confidential Information); (b) was available to the Recipient on a non-confidential basis prior to disclosure by the Disclosing Party; (c) was, is or becomes available to the Recipient on a non-confidential basis from a person who, to the Recipient's knowledge, is not bound by a confidentiality agreement with the Disclosing Party or otherwise prohibited from disclosing the information to the Recipient; (d) was lawfully in the possession of the Recipient before the information was disclosed to it by the Disclosing Party; (e) the Parties agree in writing is not confidential or may be disclosed; and/or (f) is developed by or for the Recipient independently of the information disclosed by the Disclosing Party. “Disclosing Party:” means a Party to this Agreement which discloses or makes available directly or indirectly, Confidential Information. “Group”: means, in relation to a company, that company, each and any subsidiary or holding company from time to time of that company and each and any subsidiary from time to time of a holding company of that company. “Holding Company” and “Subsidiary” mean a "holding company" and "subsidiary" of the Recipient or Disclosing Party respectively. “Purpose”: means the exchange of Confidential Information, trade secrets, know-how and samples in order to evaluate and pursue the objective of one or more potential business arrangements with respect to Kenway’s potential to supply the Company with information, products and/or designs that are proprietary to the Company. “Recipient”: means a Party to this Agreement which receives or obtains directly or indirectly Confidential Information. “Representative”: means employees, agents, officers, advisers and other representatives of the Recipient. 1.2 In this Agreement, the following rules of interpretation apply: (a) a person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality); (b) a reference to a party includes its personal representatives, successors or permitted assigns; (c) a reference to a statute or statutory provision is a reference to such statute or statutory provision as amended or re-enacted. A reference to a statute or statutory provision includes any subordinate legislation made under that statute or statutory provision, as amended or re-enacted; (d) any phrase introduced by the terms including, include, in particular or any similar expression shall be construed as illustrative and shall not limit the sense of the words preceding those terms; (e) a reference to writing or written includes faxes; and (f) unless the context otherwise requires, a reference to one gender shall include a reference to the other genders 2. Obligations of Confidentiality 2.1 The Recipient shall keep the Disclosing Party's Confidential Information confidential and, except with the prior written consent of the Disclosing Party, shall: (a) not use or exploit the Confidential Information in any way except for the Purpose; (b) not disclose or make available the Confidential Information in whole or in part to any third party, except as expressly permitted by this Agreement; (c) not copy, reduce to writing or otherwise record the Confidential Information except as strictly necessary for the Purpose (and any such copies, reductions to writing and records shall be the property of the Disclosing Party); (d) keep separate the Confidential Information from all documents and other records of the Recipient; (e) apply the same security measures and degree of care to the Confidential Information as the Recipient applies to its own confidential information, which the Recipient warrants as providing adequate protection from unauthorized disclosure, copying or use; and (f) keep a written record of: any document or other Confidential Information received from the other in tangible form; any copy made of the Confidential Information. 2.2 The Recipient may disclose the Disclosing Party's Confidential Information to those of its Representatives who need to know this Confidential Information for the Purpose, provided that: (a) it informs its Representatives of the confidential nature of the Confidential Information before disclosure; (b) it procures that its Representatives shall, in relation to any Confidential Information disclosed to them, comply with this Agreement as if they were the Recipient and, if the Disclosing Party so requests, procure that any relevant Representative enters into a confidentiality agreement with the Disclosing Party on terms equivalent to those contained in this Agreement; and (c) it keeps a written record of these Representatives; and (d) it shall at all times be liable for the failure of any Representative to comply with the terms of this Agreement. 2.3 A Party may disclose Confidential Information to the extent such Confidential Information is required to be disclosed by law, by any governmental or other regulatory authority (including, without limitation any relevant securities exchange) or by a Court or other authority of competent jurisdiction provided that, to the extent it is legally permitted to do so, it gives the other Party as much notice of this disclosure as possible and, where notice of disclosure is not prohibited and is given in accordance with this Clause 2.3 , it takes into account the reasonable requests of the other Party in relation to the content of this disclosure, to the extent that it is legally permitted to do so. 2.4 The Recipient may, however, provided that the Recipient has reasonable grounds to believe that the Disclosing Party is involved in activity that may constitute a criminal offence under the Bribery Act 2010, disclose Confidential Information to the Serious Fraud Office without first notifying the Disclosing Party of such disclosure. 2.5 The Recipient shall establish and maintain adequate security measures (including any reasonable security measures proposed by the Disclosing party from time to time) to safeguard the Confidential Information from unauthorized access or use. 2.6 No Party shall make, or permit any person to make, any public announcement concerning this Agreement, the Purpose or its prospective interest in the Purpose without the prior written consent of the other Party (such consent not to be unreasonably withheld or delayed) except as required by law or any governmental or regulatory authority (including, without limitation, any relevant securities exchange) or by any Court or other authority of competent jurisdiction. 2.7 No Party shall make use of the other Party's name or any information acquired through its dealings with the other Party for publicity or marketing purposes without the prior written consent of the other Party. 3 Return of Information 3.1 At the request of the Disclosing Party, the Recipient shall: (a) destroy or return to the Disclosing Party all documents and materials (and any copies) containing, reflecting, incorporating, or based on the Disclosing Party's Confidential Information; (b) save in relation to its backup email systems, erase all the Disclosing Party's Confidential Information from its computer systems or which is stored in electronic form; and (c) certify in writing to the Disclosing Party that it has complied with the requirements of this Clause, provided that a Recipient may retain documents and materials containing, reflecting, incorporating, or based on the Disclosing Party's Confidential Information to the extent required by law or any applicable governmental or regulatory authority and to the extent reasonable to permit the Recipient to keep evidence that it has performed its obligations under this Agreement. The provisions of this Agreement shall continue to apply to any documents and materials retained by the Recipient. 3.2 If the Recipient develops or uses a product or a process which, in the reasonable opinion of the Disclosing Party, might have involved the use of any of the Disclosing Party's Confidential Information, the Recipient shall, at the request of the Disclosing Party, supply to the Disclosing Party information reasonably necessary to establish that the Disclosing Party's Confidential Information has not been used or disclosed. 4 Reservation of Rights and Acknowledgement 4.1 All Confidential Information shall remain the property of the Disclosing Party. Each Party reserves all rights in its Confidential Information. No rights, including, but not limited to, intellectual property rights, in respect of a party's Confidential Information are granted to the other Party and no obligations are imposed on the Disclosing Party other than those expressly stated in this Agreement. Any background intellectual property rights subsisting in any information provided by either Party to the other shall remain vested in the Disclosing Party and the Disclosing Party shall grant to the Recipient a non-exclusive, worldwide, royalty free, revocable license to use such background Intellectual Property Rights solely for the period of this Agreement and for the Purpose only. Any foreground intellectual property rights generated by CP in respect of the Purpose shall vest in CP absolutely and the Company shall acquire no interest, right or title in respect of the same. 4.2 Except as expressly stated in this Agreement, no Party makes any express or implied warranty or representation concerning its Confidential Information, or the accuracy or completeness of the Confidential Information. 4.3 The disclosure of Confidential Information by the Disclosing Party shall not form any offer by, or representation or warranty on the part of, the Disclosing Party to enter into any further agreement in relation to the Purpose, or the development or supply of any product or service to which the Confidential Information relates. 4.4 The Recipient acknowledges that damages alone would not be an adequate remedy for the breach of any of the provisions of this Agreement. Accordingly, without prejudice to any other rights and remedies it may have, the Disclosing Party shall be entitled to the granting of equitable relief (including without limitation injunctive relief) concerning any threatened or actual breach of any of the provisions of this Agreement. 5. Warranty and Indemnity 5.1 Each Disclosing Party warrants that it has the right to disclose its Confidential Information to the Recipient and to authorize the Recipient to use such Confidential Information for the Purpose. 5.2 Each Recipient shall indemnify and keep fully indemnified the Disclosing Party and its Group at all times against all liabilities, costs (including legal costs on an indemnity basis), expenses, damages and losses (including any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and other reasonable costs and expenses suffered or incurred by the Disclosing Party and/or its Group) arising from any breach of this Agreement by the Recipient and from the actions or omissions of any Representative of the Recipient. 6. Term and Termination 6.1 The obligations of each Party shall, notwithstanding any earlier termination of negotiations or discussions between the Parties in relation to the Purpose, continue for a period of 2 years from the date of this Agreement. 6.2 If either Party decides not to become, or continue to be involved in the Purpose with the other Party it shall notify the other Party in writing immediately. 6.3 Termination of this Agreement shall not affect any accrued rights or remedies to which either Party is entitled. 7 Entire Agreement 7.1 This Agreement constitutes the entire agreement between the Parties and supersedes and extinguishes all previous drafts, agreements, arrangements and understandings between them, whether written or oral, relating to its subject matter. 7.2 Each Party agrees that it shall have no remedies in respect of any representation or warranty (whether made innocently or negligently) that is not set out in this Agreement. Each Party agrees that its only liability in respect of those representations and warranties that are set out in this Agreement (whether made innocently or negligently) shall be for breach of contract. 8. Severance If any provision or part-provision of this Agreement is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this Clause shall not affect the validity and enforceability of the rest of the Agreement. 9. No Waiver 9.1 Failure to exercise, or any delay in exercising, any right or remedy provided under this Agreement or by law shall not constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict any further exercise of that or any other right or remedy. 9.2 No single or partial exercise of any right or remedy provided under this Agreement or by law shall preclude or restrict the further exercise of that or any other right or remedy. 9.3 A Party that waives a right or remedy provided under this Agreement or by law in relation to another Party, or takes or fails to take any action against that Party, does not affect its rights in relation to any other Party. 10. Assignment Except as otherwise provided in this Agreement, no Party may assign, sub-contract or deal in any way with, any of its rights or obligations under this Agreement or any document referred to in it. 11. Notices 11.1 Any notice or other communication required to be given under this Agreement, shall be in writing and shall be delivered personally, or sent by pre-paid first class post or recorded delivery or by commercial courier, to each Party required to receive the notice or communication at its address as set out below: Kenway: Ian D. Kopp, 681 Riverside Drive, Augusta, Maine 04330 Company: _______________________________________________ or as otherwise specified by the relevant Party by notice in writing to each other Party. 11.2 Any notice or other communication shall be deemed to have been duly received: (a) if delivered personally, when left at the address and for the contact referred to in clause 11.1; or (b) if sent by pre-paid first class post or recorded delivery, at 9.00 am on the second Business Day after posting; or (c) if delivered by commercial courier, on the date and at the time that the courier's delivery receipt is signed. 11.3 A notice or other communication required to be given under this Agreement shall not be validly given if sent by e-mail. 12. No Partnership or Agency Nothing in this Agreement is intended to, or shall be deemed to, establish any partnership or joint venture between any of the Parties, constitute any Party the agent of another Party, nor authorize any Party to make or enter into any commitments for or on behalf of any other Party. 13. No Relationship of Employer and Employee Nothing in this Agreement is intended to, or shall be deemed to, establish any relationship of employer and employee between the Parties. 14. Third Party Rights A person who is not a Party to this Agreement shall not have any rights to enforce its terms as though it were a Party to it. 15. Variation Except as set out in this Agreement, no variation of this Agreement, including the introduction of any additional terms and conditions, shall be effective unless it is agreed in writing and signed by both Parties. 16. Governing Law and Jurisdiction This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the state of Delaware, of the United States of America, without regard to conflict of law rules thereof. The Parties irrevocably agree that the Courts of Delaware shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this Agreement or its subject matter or formation (including non-contractual disputes or claims). This Agreement has been entered into on the date stated above by: For and on behalf of Kenway Composites For and on behalf of Company _____________________________ _____________________________ Ian D. Kopp Name President Title

Some obligations of Agreement may survive termination of Agreement.

Entailment

THIS NON-DISCLOSURE AGREEMENT is made on Xth day of Month, year (the “Agreement”) BY and BETWEEN: (1) CPK Manufacturing LLC dba Kenway Composites, incorporated and registered in Delaware whose office is at 681 Riverside Drive, Augusta, Maine 04330 (“Kenway”); and (2) _______________________ incorporated and registered in ____________________whose registered office is at _________________________________________________________ (the “Company”). Hereinafter, individually referred to as a “Party” and together, as the “Parties” to this Agreement. RECITALS (A) Each Party wishes to disclose to the other Party Confidential Information in relation to the Purpose (as respectively defined below). (B) Each Party wishes to ensure that the other Party maintains the confidentiality of its Confidential Information. (C) In consideration of the benefits to the Parties of the disclosure of the Confidential Information, the Parties have agreed to comply with the following terms in connection with the use and disclosure of Confidential Information. NOW THE PARTIES HEREBY AGREE AS FOLLOWS: 1 Definitions and Interpretation 1.1 The following definitions in this Clause 1 apply in this Agreement as follows: “Business Day” means a day (other than a Saturday, Sunday or public holiday) when banks are open for business. “Confidential Information:” means all confidential information (however recorded, preserved or disclosed) disclosed by a Party or its Representatives to the other Party and that Party's Representatives including but not limited to: the fact that discussions and negotiations are taking place concerning the Purpose and the status of those discussions and negotiations; any information that would be regarded as confidential by a reasonable business person relating to: (a) the business, affairs, customers, clients, suppliers, plans, intentions, or market opportunities of the Disclosing Party or of the Disclosing Party's Group; (b) the operations, processes, product information, know-how, designs, specifications, trade secrets or software of the Disclosing Party or of the Disclosing Party's Group; and (c) any information or analysis derived from Confidential Information; but not including any information: (a) that is or becomes generally available to the public other than as a result of its disclosure by the Recipient or its Representatives in breach of this Agreement or of any other undertaking of confidentiality addressed to the Party to whom the information relates (except that any compilation of otherwise public information in a form not publicly known shall nevertheless be treated as Confidential Information); (b) was available to the Recipient on a non-confidential basis prior to disclosure by the Disclosing Party; (c) was, is or becomes available to the Recipient on a non-confidential basis from a person who, to the Recipient's knowledge, is not bound by a confidentiality agreement with the Disclosing Party or otherwise prohibited from disclosing the information to the Recipient; (d) was lawfully in the possession of the Recipient before the information was disclosed to it by the Disclosing Party; (e) the Parties agree in writing is not confidential or may be disclosed; and/or (f) is developed by or for the Recipient independently of the information disclosed by the Disclosing Party. “Disclosing Party:” means a Party to this Agreement which discloses or makes available directly or indirectly, Confidential Information. “Group”: means, in relation to a company, that company, each and any subsidiary or holding company from time to time of that company and each and any subsidiary from time to time of a holding company of that company. “Holding Company” and “Subsidiary” mean a "holding company" and "subsidiary" of the Recipient or Disclosing Party respectively. “Purpose”: means the exchange of Confidential Information, trade secrets, know-how and samples in order to evaluate and pursue the objective of one or more potential business arrangements with respect to Kenway’s potential to supply the Company with information, products and/or designs that are proprietary to the Company. “Recipient”: means a Party to this Agreement which receives or obtains directly or indirectly Confidential Information. “Representative”: means employees, agents, officers, advisers and other representatives of the Recipient. 1.2 In this Agreement, the following rules of interpretation apply: (a) a person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality); (b) a reference to a party includes its personal representatives, successors or permitted assigns; (c) a reference to a statute or statutory provision is a reference to such statute or statutory provision as amended or re-enacted. A reference to a statute or statutory provision includes any subordinate legislation made under that statute or statutory provision, as amended or re-enacted; (d) any phrase introduced by the terms including, include, in particular or any similar expression shall be construed as illustrative and shall not limit the sense of the words preceding those terms; (e) a reference to writing or written includes faxes; and (f) unless the context otherwise requires, a reference to one gender shall include a reference to the other genders 2. Obligations of Confidentiality 2.1 The Recipient shall keep the Disclosing Party's Confidential Information confidential and, except with the prior written consent of the Disclosing Party, shall: (a) not use or exploit the Confidential Information in any way except for the Purpose; (b) not disclose or make available the Confidential Information in whole or in part to any third party, except as expressly permitted by this Agreement; (c) not copy, reduce to writing or otherwise record the Confidential Information except as strictly necessary for the Purpose (and any such copies, reductions to writing and records shall be the property of the Disclosing Party); (d) keep separate the Confidential Information from all documents and other records of the Recipient; (e) apply the same security measures and degree of care to the Confidential Information as the Recipient applies to its own confidential information, which the Recipient warrants as providing adequate protection from unauthorized disclosure, copying or use; and (f) keep a written record of: any document or other Confidential Information received from the other in tangible form; any copy made of the Confidential Information. 2.2 The Recipient may disclose the Disclosing Party's Confidential Information to those of its Representatives who need to know this Confidential Information for the Purpose, provided that: (a) it informs its Representatives of the confidential nature of the Confidential Information before disclosure; (b) it procures that its Representatives shall, in relation to any Confidential Information disclosed to them, comply with this Agreement as if they were the Recipient and, if the Disclosing Party so requests, procure that any relevant Representative enters into a confidentiality agreement with the Disclosing Party on terms equivalent to those contained in this Agreement; and (c) it keeps a written record of these Representatives; and (d) it shall at all times be liable for the failure of any Representative to comply with the terms of this Agreement. 2.3 A Party may disclose Confidential Information to the extent such Confidential Information is required to be disclosed by law, by any governmental or other regulatory authority (including, without limitation any relevant securities exchange) or by a Court or other authority of competent jurisdiction provided that, to the extent it is legally permitted to do so, it gives the other Party as much notice of this disclosure as possible and, where notice of disclosure is not prohibited and is given in accordance with this Clause 2.3 , it takes into account the reasonable requests of the other Party in relation to the content of this disclosure, to the extent that it is legally permitted to do so. 2.4 The Recipient may, however, provided that the Recipient has reasonable grounds to believe that the Disclosing Party is involved in activity that may constitute a criminal offence under the Bribery Act 2010, disclose Confidential Information to the Serious Fraud Office without first notifying the Disclosing Party of such disclosure. 2.5 The Recipient shall establish and maintain adequate security measures (including any reasonable security measures proposed by the Disclosing party from time to time) to safeguard the Confidential Information from unauthorized access or use. 2.6 No Party shall make, or permit any person to make, any public announcement concerning this Agreement, the Purpose or its prospective interest in the Purpose without the prior written consent of the other Party (such consent not to be unreasonably withheld or delayed) except as required by law or any governmental or regulatory authority (including, without limitation, any relevant securities exchange) or by any Court or other authority of competent jurisdiction. 2.7 No Party shall make use of the other Party's name or any information acquired through its dealings with the other Party for publicity or marketing purposes without the prior written consent of the other Party. 3 Return of Information 3.1 At the request of the Disclosing Party, the Recipient shall: (a) destroy or return to the Disclosing Party all documents and materials (and any copies) containing, reflecting, incorporating, or based on the Disclosing Party's Confidential Information; (b) save in relation to its backup email systems, erase all the Disclosing Party's Confidential Information from its computer systems or which is stored in electronic form; and (c) certify in writing to the Disclosing Party that it has complied with the requirements of this Clause, provided that a Recipient may retain documents and materials containing, reflecting, incorporating, or based on the Disclosing Party's Confidential Information to the extent required by law or any applicable governmental or regulatory authority and to the extent reasonable to permit the Recipient to keep evidence that it has performed its obligations under this Agreement. The provisions of this Agreement shall continue to apply to any documents and materials retained by the Recipient. 3.2 If the Recipient develops or uses a product or a process which, in the reasonable opinion of the Disclosing Party, might have involved the use of any of the Disclosing Party's Confidential Information, the Recipient shall, at the request of the Disclosing Party, supply to the Disclosing Party information reasonably necessary to establish that the Disclosing Party's Confidential Information has not been used or disclosed. 4 Reservation of Rights and Acknowledgement 4.1 All Confidential Information shall remain the property of the Disclosing Party. Each Party reserves all rights in its Confidential Information. No rights, including, but not limited to, intellectual property rights, in respect of a party's Confidential Information are granted to the other Party and no obligations are imposed on the Disclosing Party other than those expressly stated in this Agreement. Any background intellectual property rights subsisting in any information provided by either Party to the other shall remain vested in the Disclosing Party and the Disclosing Party shall grant to the Recipient a non-exclusive, worldwide, royalty free, revocable license to use such background Intellectual Property Rights solely for the period of this Agreement and for the Purpose only. Any foreground intellectual property rights generated by CP in respect of the Purpose shall vest in CP absolutely and the Company shall acquire no interest, right or title in respect of the same. 4.2 Except as expressly stated in this Agreement, no Party makes any express or implied warranty or representation concerning its Confidential Information, or the accuracy or completeness of the Confidential Information. 4.3 The disclosure of Confidential Information by the Disclosing Party shall not form any offer by, or representation or warranty on the part of, the Disclosing Party to enter into any further agreement in relation to the Purpose, or the development or supply of any product or service to which the Confidential Information relates. 4.4 The Recipient acknowledges that damages alone would not be an adequate remedy for the breach of any of the provisions of this Agreement. Accordingly, without prejudice to any other rights and remedies it may have, the Disclosing Party shall be entitled to the granting of equitable relief (including without limitation injunctive relief) concerning any threatened or actual breach of any of the provisions of this Agreement. 5. Warranty and Indemnity 5.1 Each Disclosing Party warrants that it has the right to disclose its Confidential Information to the Recipient and to authorize the Recipient to use such Confidential Information for the Purpose. 5.2 Each Recipient shall indemnify and keep fully indemnified the Disclosing Party and its Group at all times against all liabilities, costs (including legal costs on an indemnity basis), expenses, damages and losses (including any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and other reasonable costs and expenses suffered or incurred by the Disclosing Party and/or its Group) arising from any breach of this Agreement by the Recipient and from the actions or omissions of any Representative of the Recipient. 6. Term and Termination 6.1 The obligations of each Party shall, notwithstanding any earlier termination of negotiations or discussions between the Parties in relation to the Purpose, continue for a period of 2 years from the date of this Agreement. 6.2 If either Party decides not to become, or continue to be involved in the Purpose with the other Party it shall notify the other Party in writing immediately. 6.3 Termination of this Agreement shall not affect any accrued rights or remedies to which either Party is entitled. 7 Entire Agreement 7.1 This Agreement constitutes the entire agreement between the Parties and supersedes and extinguishes all previous drafts, agreements, arrangements and understandings between them, whether written or oral, relating to its subject matter. 7.2 Each Party agrees that it shall have no remedies in respect of any representation or warranty (whether made innocently or negligently) that is not set out in this Agreement. Each Party agrees that its only liability in respect of those representations and warranties that are set out in this Agreement (whether made innocently or negligently) shall be for breach of contract. 8. Severance If any provision or part-provision of this Agreement is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this Clause shall not affect the validity and enforceability of the rest of the Agreement. 9. No Waiver 9.1 Failure to exercise, or any delay in exercising, any right or remedy provided under this Agreement or by law shall not constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict any further exercise of that or any other right or remedy. 9.2 No single or partial exercise of any right or remedy provided under this Agreement or by law shall preclude or restrict the further exercise of that or any other right or remedy. 9.3 A Party that waives a right or remedy provided under this Agreement or by law in relation to another Party, or takes or fails to take any action against that Party, does not affect its rights in relation to any other Party. 10. Assignment Except as otherwise provided in this Agreement, no Party may assign, sub-contract or deal in any way with, any of its rights or obligations under this Agreement or any document referred to in it. 11. Notices 11.1 Any notice or other communication required to be given under this Agreement, shall be in writing and shall be delivered personally, or sent by pre-paid first class post or recorded delivery or by commercial courier, to each Party required to receive the notice or communication at its address as set out below: Kenway: Ian D. Kopp, 681 Riverside Drive, Augusta, Maine 04330 Company: _______________________________________________ or as otherwise specified by the relevant Party by notice in writing to each other Party. 11.2 Any notice or other communication shall be deemed to have been duly received: (a) if delivered personally, when left at the address and for the contact referred to in clause 11.1; or (b) if sent by pre-paid first class post or recorded delivery, at 9.00 am on the second Business Day after posting; or (c) if delivered by commercial courier, on the date and at the time that the courier's delivery receipt is signed. 11.3 A notice or other communication required to be given under this Agreement shall not be validly given if sent by e-mail. 12. No Partnership or Agency Nothing in this Agreement is intended to, or shall be deemed to, establish any partnership or joint venture between any of the Parties, constitute any Party the agent of another Party, nor authorize any Party to make or enter into any commitments for or on behalf of any other Party. 13. No Relationship of Employer and Employee Nothing in this Agreement is intended to, or shall be deemed to, establish any relationship of employer and employee between the Parties. 14. Third Party Rights A person who is not a Party to this Agreement shall not have any rights to enforce its terms as though it were a Party to it. 15. Variation Except as set out in this Agreement, no variation of this Agreement, including the introduction of any additional terms and conditions, shall be effective unless it is agreed in writing and signed by both Parties. 16. Governing Law and Jurisdiction This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the state of Delaware, of the United States of America, without regard to conflict of law rules thereof. The Parties irrevocably agree that the Courts of Delaware shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this Agreement or its subject matter or formation (including non-contractual disputes or claims). This Agreement has been entered into on the date stated above by: For and on behalf of Kenway Composites For and on behalf of Company _____________________________ _____________________________ Ian D. Kopp Name President Title

Receiving Party may independently develop information similar to Confidential Information.

Entailment

THIS NON-DISCLOSURE AGREEMENT is made on Xth day of Month, year (the “Agreement”) BY and BETWEEN: (1) CPK Manufacturing LLC dba Kenway Composites, incorporated and registered in Delaware whose office is at 681 Riverside Drive, Augusta, Maine 04330 (“Kenway”); and (2) _______________________ incorporated and registered in ____________________whose registered office is at _________________________________________________________ (the “Company”). Hereinafter, individually referred to as a “Party” and together, as the “Parties” to this Agreement. RECITALS (A) Each Party wishes to disclose to the other Party Confidential Information in relation to the Purpose (as respectively defined below). (B) Each Party wishes to ensure that the other Party maintains the confidentiality of its Confidential Information. (C) In consideration of the benefits to the Parties of the disclosure of the Confidential Information, the Parties have agreed to comply with the following terms in connection with the use and disclosure of Confidential Information. NOW THE PARTIES HEREBY AGREE AS FOLLOWS: 1 Definitions and Interpretation 1.1 The following definitions in this Clause 1 apply in this Agreement as follows: “Business Day” means a day (other than a Saturday, Sunday or public holiday) when banks are open for business. “Confidential Information:” means all confidential information (however recorded, preserved or disclosed) disclosed by a Party or its Representatives to the other Party and that Party's Representatives including but not limited to: the fact that discussions and negotiations are taking place concerning the Purpose and the status of those discussions and negotiations; any information that would be regarded as confidential by a reasonable business person relating to: (a) the business, affairs, customers, clients, suppliers, plans, intentions, or market opportunities of the Disclosing Party or of the Disclosing Party's Group; (b) the operations, processes, product information, know-how, designs, specifications, trade secrets or software of the Disclosing Party or of the Disclosing Party's Group; and (c) any information or analysis derived from Confidential Information; but not including any information: (a) that is or becomes generally available to the public other than as a result of its disclosure by the Recipient or its Representatives in breach of this Agreement or of any other undertaking of confidentiality addressed to the Party to whom the information relates (except that any compilation of otherwise public information in a form not publicly known shall nevertheless be treated as Confidential Information); (b) was available to the Recipient on a non-confidential basis prior to disclosure by the Disclosing Party; (c) was, is or becomes available to the Recipient on a non-confidential basis from a person who, to the Recipient's knowledge, is not bound by a confidentiality agreement with the Disclosing Party or otherwise prohibited from disclosing the information to the Recipient; (d) was lawfully in the possession of the Recipient before the information was disclosed to it by the Disclosing Party; (e) the Parties agree in writing is not confidential or may be disclosed; and/or (f) is developed by or for the Recipient independently of the information disclosed by the Disclosing Party. “Disclosing Party:” means a Party to this Agreement which discloses or makes available directly or indirectly, Confidential Information. “Group”: means, in relation to a company, that company, each and any subsidiary or holding company from time to time of that company and each and any subsidiary from time to time of a holding company of that company. “Holding Company” and “Subsidiary” mean a "holding company" and "subsidiary" of the Recipient or Disclosing Party respectively. “Purpose”: means the exchange of Confidential Information, trade secrets, know-how and samples in order to evaluate and pursue the objective of one or more potential business arrangements with respect to Kenway’s potential to supply the Company with information, products and/or designs that are proprietary to the Company. “Recipient”: means a Party to this Agreement which receives or obtains directly or indirectly Confidential Information. “Representative”: means employees, agents, officers, advisers and other representatives of the Recipient. 1.2 In this Agreement, the following rules of interpretation apply: (a) a person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality); (b) a reference to a party includes its personal representatives, successors or permitted assigns; (c) a reference to a statute or statutory provision is a reference to such statute or statutory provision as amended or re-enacted. A reference to a statute or statutory provision includes any subordinate legislation made under that statute or statutory provision, as amended or re-enacted; (d) any phrase introduced by the terms including, include, in particular or any similar expression shall be construed as illustrative and shall not limit the sense of the words preceding those terms; (e) a reference to writing or written includes faxes; and (f) unless the context otherwise requires, a reference to one gender shall include a reference to the other genders 2. Obligations of Confidentiality 2.1 The Recipient shall keep the Disclosing Party's Confidential Information confidential and, except with the prior written consent of the Disclosing Party, shall: (a) not use or exploit the Confidential Information in any way except for the Purpose; (b) not disclose or make available the Confidential Information in whole or in part to any third party, except as expressly permitted by this Agreement; (c) not copy, reduce to writing or otherwise record the Confidential Information except as strictly necessary for the Purpose (and any such copies, reductions to writing and records shall be the property of the Disclosing Party); (d) keep separate the Confidential Information from all documents and other records of the Recipient; (e) apply the same security measures and degree of care to the Confidential Information as the Recipient applies to its own confidential information, which the Recipient warrants as providing adequate protection from unauthorized disclosure, copying or use; and (f) keep a written record of: any document or other Confidential Information received from the other in tangible form; any copy made of the Confidential Information. 2.2 The Recipient may disclose the Disclosing Party's Confidential Information to those of its Representatives who need to know this Confidential Information for the Purpose, provided that: (a) it informs its Representatives of the confidential nature of the Confidential Information before disclosure; (b) it procures that its Representatives shall, in relation to any Confidential Information disclosed to them, comply with this Agreement as if they were the Recipient and, if the Disclosing Party so requests, procure that any relevant Representative enters into a confidentiality agreement with the Disclosing Party on terms equivalent to those contained in this Agreement; and (c) it keeps a written record of these Representatives; and (d) it shall at all times be liable for the failure of any Representative to comply with the terms of this Agreement. 2.3 A Party may disclose Confidential Information to the extent such Confidential Information is required to be disclosed by law, by any governmental or other regulatory authority (including, without limitation any relevant securities exchange) or by a Court or other authority of competent jurisdiction provided that, to the extent it is legally permitted to do so, it gives the other Party as much notice of this disclosure as possible and, where notice of disclosure is not prohibited and is given in accordance with this Clause 2.3 , it takes into account the reasonable requests of the other Party in relation to the content of this disclosure, to the extent that it is legally permitted to do so. 2.4 The Recipient may, however, provided that the Recipient has reasonable grounds to believe that the Disclosing Party is involved in activity that may constitute a criminal offence under the Bribery Act 2010, disclose Confidential Information to the Serious Fraud Office without first notifying the Disclosing Party of such disclosure. 2.5 The Recipient shall establish and maintain adequate security measures (including any reasonable security measures proposed by the Disclosing party from time to time) to safeguard the Confidential Information from unauthorized access or use. 2.6 No Party shall make, or permit any person to make, any public announcement concerning this Agreement, the Purpose or its prospective interest in the Purpose without the prior written consent of the other Party (such consent not to be unreasonably withheld or delayed) except as required by law or any governmental or regulatory authority (including, without limitation, any relevant securities exchange) or by any Court or other authority of competent jurisdiction. 2.7 No Party shall make use of the other Party's name or any information acquired through its dealings with the other Party for publicity or marketing purposes without the prior written consent of the other Party. 3 Return of Information 3.1 At the request of the Disclosing Party, the Recipient shall: (a) destroy or return to the Disclosing Party all documents and materials (and any copies) containing, reflecting, incorporating, or based on the Disclosing Party's Confidential Information; (b) save in relation to its backup email systems, erase all the Disclosing Party's Confidential Information from its computer systems or which is stored in electronic form; and (c) certify in writing to the Disclosing Party that it has complied with the requirements of this Clause, provided that a Recipient may retain documents and materials containing, reflecting, incorporating, or based on the Disclosing Party's Confidential Information to the extent required by law or any applicable governmental or regulatory authority and to the extent reasonable to permit the Recipient to keep evidence that it has performed its obligations under this Agreement. The provisions of this Agreement shall continue to apply to any documents and materials retained by the Recipient. 3.2 If the Recipient develops or uses a product or a process which, in the reasonable opinion of the Disclosing Party, might have involved the use of any of the Disclosing Party's Confidential Information, the Recipient shall, at the request of the Disclosing Party, supply to the Disclosing Party information reasonably necessary to establish that the Disclosing Party's Confidential Information has not been used or disclosed. 4 Reservation of Rights and Acknowledgement 4.1 All Confidential Information shall remain the property of the Disclosing Party. Each Party reserves all rights in its Confidential Information. No rights, including, but not limited to, intellectual property rights, in respect of a party's Confidential Information are granted to the other Party and no obligations are imposed on the Disclosing Party other than those expressly stated in this Agreement. Any background intellectual property rights subsisting in any information provided by either Party to the other shall remain vested in the Disclosing Party and the Disclosing Party shall grant to the Recipient a non-exclusive, worldwide, royalty free, revocable license to use such background Intellectual Property Rights solely for the period of this Agreement and for the Purpose only. Any foreground intellectual property rights generated by CP in respect of the Purpose shall vest in CP absolutely and the Company shall acquire no interest, right or title in respect of the same. 4.2 Except as expressly stated in this Agreement, no Party makes any express or implied warranty or representation concerning its Confidential Information, or the accuracy or completeness of the Confidential Information. 4.3 The disclosure of Confidential Information by the Disclosing Party shall not form any offer by, or representation or warranty on the part of, the Disclosing Party to enter into any further agreement in relation to the Purpose, or the development or supply of any product or service to which the Confidential Information relates. 4.4 The Recipient acknowledges that damages alone would not be an adequate remedy for the breach of any of the provisions of this Agreement. Accordingly, without prejudice to any other rights and remedies it may have, the Disclosing Party shall be entitled to the granting of equitable relief (including without limitation injunctive relief) concerning any threatened or actual breach of any of the provisions of this Agreement. 5. Warranty and Indemnity 5.1 Each Disclosing Party warrants that it has the right to disclose its Confidential Information to the Recipient and to authorize the Recipient to use such Confidential Information for the Purpose. 5.2 Each Recipient shall indemnify and keep fully indemnified the Disclosing Party and its Group at all times against all liabilities, costs (including legal costs on an indemnity basis), expenses, damages and losses (including any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and other reasonable costs and expenses suffered or incurred by the Disclosing Party and/or its Group) arising from any breach of this Agreement by the Recipient and from the actions or omissions of any Representative of the Recipient. 6. Term and Termination 6.1 The obligations of each Party shall, notwithstanding any earlier termination of negotiations or discussions between the Parties in relation to the Purpose, continue for a period of 2 years from the date of this Agreement. 6.2 If either Party decides not to become, or continue to be involved in the Purpose with the other Party it shall notify the other Party in writing immediately. 6.3 Termination of this Agreement shall not affect any accrued rights or remedies to which either Party is entitled. 7 Entire Agreement 7.1 This Agreement constitutes the entire agreement between the Parties and supersedes and extinguishes all previous drafts, agreements, arrangements and understandings between them, whether written or oral, relating to its subject matter. 7.2 Each Party agrees that it shall have no remedies in respect of any representation or warranty (whether made innocently or negligently) that is not set out in this Agreement. Each Party agrees that its only liability in respect of those representations and warranties that are set out in this Agreement (whether made innocently or negligently) shall be for breach of contract. 8. Severance If any provision or part-provision of this Agreement is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this Clause shall not affect the validity and enforceability of the rest of the Agreement. 9. No Waiver 9.1 Failure to exercise, or any delay in exercising, any right or remedy provided under this Agreement or by law shall not constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict any further exercise of that or any other right or remedy. 9.2 No single or partial exercise of any right or remedy provided under this Agreement or by law shall preclude or restrict the further exercise of that or any other right or remedy. 9.3 A Party that waives a right or remedy provided under this Agreement or by law in relation to another Party, or takes or fails to take any action against that Party, does not affect its rights in relation to any other Party. 10. Assignment Except as otherwise provided in this Agreement, no Party may assign, sub-contract or deal in any way with, any of its rights or obligations under this Agreement or any document referred to in it. 11. Notices 11.1 Any notice or other communication required to be given under this Agreement, shall be in writing and shall be delivered personally, or sent by pre-paid first class post or recorded delivery or by commercial courier, to each Party required to receive the notice or communication at its address as set out below: Kenway: Ian D. Kopp, 681 Riverside Drive, Augusta, Maine 04330 Company: _______________________________________________ or as otherwise specified by the relevant Party by notice in writing to each other Party. 11.2 Any notice or other communication shall be deemed to have been duly received: (a) if delivered personally, when left at the address and for the contact referred to in clause 11.1; or (b) if sent by pre-paid first class post or recorded delivery, at 9.00 am on the second Business Day after posting; or (c) if delivered by commercial courier, on the date and at the time that the courier's delivery receipt is signed. 11.3 A notice or other communication required to be given under this Agreement shall not be validly given if sent by e-mail. 12. No Partnership or Agency Nothing in this Agreement is intended to, or shall be deemed to, establish any partnership or joint venture between any of the Parties, constitute any Party the agent of another Party, nor authorize any Party to make or enter into any commitments for or on behalf of any other Party. 13. No Relationship of Employer and Employee Nothing in this Agreement is intended to, or shall be deemed to, establish any relationship of employer and employee between the Parties. 14. Third Party Rights A person who is not a Party to this Agreement shall not have any rights to enforce its terms as though it were a Party to it. 15. Variation Except as set out in this Agreement, no variation of this Agreement, including the introduction of any additional terms and conditions, shall be effective unless it is agreed in writing and signed by both Parties. 16. Governing Law and Jurisdiction This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the state of Delaware, of the United States of America, without regard to conflict of law rules thereof. The Parties irrevocably agree that the Courts of Delaware shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this Agreement or its subject matter or formation (including non-contractual disputes or claims). This Agreement has been entered into on the date stated above by: For and on behalf of Kenway Composites For and on behalf of Company _____________________________ _____________________________ Ian D. Kopp Name President Title

Receiving Party may retain some Confidential Information even after the return or destruction of Confidential Information.

Entailment

THIS NON-DISCLOSURE AGREEMENT is made on Xth day of Month, year (the “Agreement”) BY and BETWEEN: (1) CPK Manufacturing LLC dba Kenway Composites, incorporated and registered in Delaware whose office is at 681 Riverside Drive, Augusta, Maine 04330 (“Kenway”); and (2) _______________________ incorporated and registered in ____________________whose registered office is at _________________________________________________________ (the “Company”). Hereinafter, individually referred to as a “Party” and together, as the “Parties” to this Agreement. RECITALS (A) Each Party wishes to disclose to the other Party Confidential Information in relation to the Purpose (as respectively defined below). (B) Each Party wishes to ensure that the other Party maintains the confidentiality of its Confidential Information. (C) In consideration of the benefits to the Parties of the disclosure of the Confidential Information, the Parties have agreed to comply with the following terms in connection with the use and disclosure of Confidential Information. NOW THE PARTIES HEREBY AGREE AS FOLLOWS: 1 Definitions and Interpretation 1.1 The following definitions in this Clause 1 apply in this Agreement as follows: “Business Day” means a day (other than a Saturday, Sunday or public holiday) when banks are open for business. “Confidential Information:” means all confidential information (however recorded, preserved or disclosed) disclosed by a Party or its Representatives to the other Party and that Party's Representatives including but not limited to: the fact that discussions and negotiations are taking place concerning the Purpose and the status of those discussions and negotiations; any information that would be regarded as confidential by a reasonable business person relating to: (a) the business, affairs, customers, clients, suppliers, plans, intentions, or market opportunities of the Disclosing Party or of the Disclosing Party's Group; (b) the operations, processes, product information, know-how, designs, specifications, trade secrets or software of the Disclosing Party or of the Disclosing Party's Group; and (c) any information or analysis derived from Confidential Information; but not including any information: (a) that is or becomes generally available to the public other than as a result of its disclosure by the Recipient or its Representatives in breach of this Agreement or of any other undertaking of confidentiality addressed to the Party to whom the information relates (except that any compilation of otherwise public information in a form not publicly known shall nevertheless be treated as Confidential Information); (b) was available to the Recipient on a non-confidential basis prior to disclosure by the Disclosing Party; (c) was, is or becomes available to the Recipient on a non-confidential basis from a person who, to the Recipient's knowledge, is not bound by a confidentiality agreement with the Disclosing Party or otherwise prohibited from disclosing the information to the Recipient; (d) was lawfully in the possession of the Recipient before the information was disclosed to it by the Disclosing Party; (e) the Parties agree in writing is not confidential or may be disclosed; and/or (f) is developed by or for the Recipient independently of the information disclosed by the Disclosing Party. “Disclosing Party:” means a Party to this Agreement which discloses or makes available directly or indirectly, Confidential Information. “Group”: means, in relation to a company, that company, each and any subsidiary or holding company from time to time of that company and each and any subsidiary from time to time of a holding company of that company. “Holding Company” and “Subsidiary” mean a "holding company" and "subsidiary" of the Recipient or Disclosing Party respectively. “Purpose”: means the exchange of Confidential Information, trade secrets, know-how and samples in order to evaluate and pursue the objective of one or more potential business arrangements with respect to Kenway’s potential to supply the Company with information, products and/or designs that are proprietary to the Company. “Recipient”: means a Party to this Agreement which receives or obtains directly or indirectly Confidential Information. “Representative”: means employees, agents, officers, advisers and other representatives of the Recipient. 1.2 In this Agreement, the following rules of interpretation apply: (a) a person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality); (b) a reference to a party includes its personal representatives, successors or permitted assigns; (c) a reference to a statute or statutory provision is a reference to such statute or statutory provision as amended or re-enacted. A reference to a statute or statutory provision includes any subordinate legislation made under that statute or statutory provision, as amended or re-enacted; (d) any phrase introduced by the terms including, include, in particular or any similar expression shall be construed as illustrative and shall not limit the sense of the words preceding those terms; (e) a reference to writing or written includes faxes; and (f) unless the context otherwise requires, a reference to one gender shall include a reference to the other genders 2. Obligations of Confidentiality 2.1 The Recipient shall keep the Disclosing Party's Confidential Information confidential and, except with the prior written consent of the Disclosing Party, shall: (a) not use or exploit the Confidential Information in any way except for the Purpose; (b) not disclose or make available the Confidential Information in whole or in part to any third party, except as expressly permitted by this Agreement; (c) not copy, reduce to writing or otherwise record the Confidential Information except as strictly necessary for the Purpose (and any such copies, reductions to writing and records shall be the property of the Disclosing Party); (d) keep separate the Confidential Information from all documents and other records of the Recipient; (e) apply the same security measures and degree of care to the Confidential Information as the Recipient applies to its own confidential information, which the Recipient warrants as providing adequate protection from unauthorized disclosure, copying or use; and (f) keep a written record of: any document or other Confidential Information received from the other in tangible form; any copy made of the Confidential Information. 2.2 The Recipient may disclose the Disclosing Party's Confidential Information to those of its Representatives who need to know this Confidential Information for the Purpose, provided that: (a) it informs its Representatives of the confidential nature of the Confidential Information before disclosure; (b) it procures that its Representatives shall, in relation to any Confidential Information disclosed to them, comply with this Agreement as if they were the Recipient and, if the Disclosing Party so requests, procure that any relevant Representative enters into a confidentiality agreement with the Disclosing Party on terms equivalent to those contained in this Agreement; and (c) it keeps a written record of these Representatives; and (d) it shall at all times be liable for the failure of any Representative to comply with the terms of this Agreement. 2.3 A Party may disclose Confidential Information to the extent such Confidential Information is required to be disclosed by law, by any governmental or other regulatory authority (including, without limitation any relevant securities exchange) or by a Court or other authority of competent jurisdiction provided that, to the extent it is legally permitted to do so, it gives the other Party as much notice of this disclosure as possible and, where notice of disclosure is not prohibited and is given in accordance with this Clause 2.3 , it takes into account the reasonable requests of the other Party in relation to the content of this disclosure, to the extent that it is legally permitted to do so. 2.4 The Recipient may, however, provided that the Recipient has reasonable grounds to believe that the Disclosing Party is involved in activity that may constitute a criminal offence under the Bribery Act 2010, disclose Confidential Information to the Serious Fraud Office without first notifying the Disclosing Party of such disclosure. 2.5 The Recipient shall establish and maintain adequate security measures (including any reasonable security measures proposed by the Disclosing party from time to time) to safeguard the Confidential Information from unauthorized access or use. 2.6 No Party shall make, or permit any person to make, any public announcement concerning this Agreement, the Purpose or its prospective interest in the Purpose without the prior written consent of the other Party (such consent not to be unreasonably withheld or delayed) except as required by law or any governmental or regulatory authority (including, without limitation, any relevant securities exchange) or by any Court or other authority of competent jurisdiction. 2.7 No Party shall make use of the other Party's name or any information acquired through its dealings with the other Party for publicity or marketing purposes without the prior written consent of the other Party. 3 Return of Information 3.1 At the request of the Disclosing Party, the Recipient shall: (a) destroy or return to the Disclosing Party all documents and materials (and any copies) containing, reflecting, incorporating, or based on the Disclosing Party's Confidential Information; (b) save in relation to its backup email systems, erase all the Disclosing Party's Confidential Information from its computer systems or which is stored in electronic form; and (c) certify in writing to the Disclosing Party that it has complied with the requirements of this Clause, provided that a Recipient may retain documents and materials containing, reflecting, incorporating, or based on the Disclosing Party's Confidential Information to the extent required by law or any applicable governmental or regulatory authority and to the extent reasonable to permit the Recipient to keep evidence that it has performed its obligations under this Agreement. The provisions of this Agreement shall continue to apply to any documents and materials retained by the Recipient. 3.2 If the Recipient develops or uses a product or a process which, in the reasonable opinion of the Disclosing Party, might have involved the use of any of the Disclosing Party's Confidential Information, the Recipient shall, at the request of the Disclosing Party, supply to the Disclosing Party information reasonably necessary to establish that the Disclosing Party's Confidential Information has not been used or disclosed. 4 Reservation of Rights and Acknowledgement 4.1 All Confidential Information shall remain the property of the Disclosing Party. Each Party reserves all rights in its Confidential Information. No rights, including, but not limited to, intellectual property rights, in respect of a party's Confidential Information are granted to the other Party and no obligations are imposed on the Disclosing Party other than those expressly stated in this Agreement. Any background intellectual property rights subsisting in any information provided by either Party to the other shall remain vested in the Disclosing Party and the Disclosing Party shall grant to the Recipient a non-exclusive, worldwide, royalty free, revocable license to use such background Intellectual Property Rights solely for the period of this Agreement and for the Purpose only. Any foreground intellectual property rights generated by CP in respect of the Purpose shall vest in CP absolutely and the Company shall acquire no interest, right or title in respect of the same. 4.2 Except as expressly stated in this Agreement, no Party makes any express or implied warranty or representation concerning its Confidential Information, or the accuracy or completeness of the Confidential Information. 4.3 The disclosure of Confidential Information by the Disclosing Party shall not form any offer by, or representation or warranty on the part of, the Disclosing Party to enter into any further agreement in relation to the Purpose, or the development or supply of any product or service to which the Confidential Information relates. 4.4 The Recipient acknowledges that damages alone would not be an adequate remedy for the breach of any of the provisions of this Agreement. Accordingly, without prejudice to any other rights and remedies it may have, the Disclosing Party shall be entitled to the granting of equitable relief (including without limitation injunctive relief) concerning any threatened or actual breach of any of the provisions of this Agreement. 5. Warranty and Indemnity 5.1 Each Disclosing Party warrants that it has the right to disclose its Confidential Information to the Recipient and to authorize the Recipient to use such Confidential Information for the Purpose. 5.2 Each Recipient shall indemnify and keep fully indemnified the Disclosing Party and its Group at all times against all liabilities, costs (including legal costs on an indemnity basis), expenses, damages and losses (including any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and other reasonable costs and expenses suffered or incurred by the Disclosing Party and/or its Group) arising from any breach of this Agreement by the Recipient and from the actions or omissions of any Representative of the Recipient. 6. Term and Termination 6.1 The obligations of each Party shall, notwithstanding any earlier termination of negotiations or discussions between the Parties in relation to the Purpose, continue for a period of 2 years from the date of this Agreement. 6.2 If either Party decides not to become, or continue to be involved in the Purpose with the other Party it shall notify the other Party in writing immediately. 6.3 Termination of this Agreement shall not affect any accrued rights or remedies to which either Party is entitled. 7 Entire Agreement 7.1 This Agreement constitutes the entire agreement between the Parties and supersedes and extinguishes all previous drafts, agreements, arrangements and understandings between them, whether written or oral, relating to its subject matter. 7.2 Each Party agrees that it shall have no remedies in respect of any representation or warranty (whether made innocently or negligently) that is not set out in this Agreement. Each Party agrees that its only liability in respect of those representations and warranties that are set out in this Agreement (whether made innocently or negligently) shall be for breach of contract. 8. Severance If any provision or part-provision of this Agreement is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this Clause shall not affect the validity and enforceability of the rest of the Agreement. 9. No Waiver 9.1 Failure to exercise, or any delay in exercising, any right or remedy provided under this Agreement or by law shall not constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict any further exercise of that or any other right or remedy. 9.2 No single or partial exercise of any right or remedy provided under this Agreement or by law shall preclude or restrict the further exercise of that or any other right or remedy. 9.3 A Party that waives a right or remedy provided under this Agreement or by law in relation to another Party, or takes or fails to take any action against that Party, does not affect its rights in relation to any other Party. 10. Assignment Except as otherwise provided in this Agreement, no Party may assign, sub-contract or deal in any way with, any of its rights or obligations under this Agreement or any document referred to in it. 11. Notices 11.1 Any notice or other communication required to be given under this Agreement, shall be in writing and shall be delivered personally, or sent by pre-paid first class post or recorded delivery or by commercial courier, to each Party required to receive the notice or communication at its address as set out below: Kenway: Ian D. Kopp, 681 Riverside Drive, Augusta, Maine 04330 Company: _______________________________________________ or as otherwise specified by the relevant Party by notice in writing to each other Party. 11.2 Any notice or other communication shall be deemed to have been duly received: (a) if delivered personally, when left at the address and for the contact referred to in clause 11.1; or (b) if sent by pre-paid first class post or recorded delivery, at 9.00 am on the second Business Day after posting; or (c) if delivered by commercial courier, on the date and at the time that the courier's delivery receipt is signed. 11.3 A notice or other communication required to be given under this Agreement shall not be validly given if sent by e-mail. 12. No Partnership or Agency Nothing in this Agreement is intended to, or shall be deemed to, establish any partnership or joint venture between any of the Parties, constitute any Party the agent of another Party, nor authorize any Party to make or enter into any commitments for or on behalf of any other Party. 13. No Relationship of Employer and Employee Nothing in this Agreement is intended to, or shall be deemed to, establish any relationship of employer and employee between the Parties. 14. Third Party Rights A person who is not a Party to this Agreement shall not have any rights to enforce its terms as though it were a Party to it. 15. Variation Except as set out in this Agreement, no variation of this Agreement, including the introduction of any additional terms and conditions, shall be effective unless it is agreed in writing and signed by both Parties. 16. Governing Law and Jurisdiction This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the state of Delaware, of the United States of America, without regard to conflict of law rules thereof. The Parties irrevocably agree that the Courts of Delaware shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this Agreement or its subject matter or formation (including non-contractual disputes or claims). This Agreement has been entered into on the date stated above by: For and on behalf of Kenway Composites For and on behalf of Company _____________________________ _____________________________ Ian D. Kopp Name President Title

Confidential Information may include verbally conveyed information.

Entailment

THIS NON-DISCLOSURE AGREEMENT is made on Xth day of Month, year (the “Agreement”) BY and BETWEEN: (1) CPK Manufacturing LLC dba Kenway Composites, incorporated and registered in Delaware whose office is at 681 Riverside Drive, Augusta, Maine 04330 (“Kenway”); and (2) _______________________ incorporated and registered in ____________________whose registered office is at _________________________________________________________ (the “Company”). Hereinafter, individually referred to as a “Party” and together, as the “Parties” to this Agreement. RECITALS (A) Each Party wishes to disclose to the other Party Confidential Information in relation to the Purpose (as respectively defined below). (B) Each Party wishes to ensure that the other Party maintains the confidentiality of its Confidential Information. (C) In consideration of the benefits to the Parties of the disclosure of the Confidential Information, the Parties have agreed to comply with the following terms in connection with the use and disclosure of Confidential Information. NOW THE PARTIES HEREBY AGREE AS FOLLOWS: 1 Definitions and Interpretation 1.1 The following definitions in this Clause 1 apply in this Agreement as follows: “Business Day” means a day (other than a Saturday, Sunday or public holiday) when banks are open for business. “Confidential Information:” means all confidential information (however recorded, preserved or disclosed) disclosed by a Party or its Representatives to the other Party and that Party's Representatives including but not limited to: the fact that discussions and negotiations are taking place concerning the Purpose and the status of those discussions and negotiations; any information that would be regarded as confidential by a reasonable business person relating to: (a) the business, affairs, customers, clients, suppliers, plans, intentions, or market opportunities of the Disclosing Party or of the Disclosing Party's Group; (b) the operations, processes, product information, know-how, designs, specifications, trade secrets or software of the Disclosing Party or of the Disclosing Party's Group; and (c) any information or analysis derived from Confidential Information; but not including any information: (a) that is or becomes generally available to the public other than as a result of its disclosure by the Recipient or its Representatives in breach of this Agreement or of any other undertaking of confidentiality addressed to the Party to whom the information relates (except that any compilation of otherwise public information in a form not publicly known shall nevertheless be treated as Confidential Information); (b) was available to the Recipient on a non-confidential basis prior to disclosure by the Disclosing Party; (c) was, is or becomes available to the Recipient on a non-confidential basis from a person who, to the Recipient's knowledge, is not bound by a confidentiality agreement with the Disclosing Party or otherwise prohibited from disclosing the information to the Recipient; (d) was lawfully in the possession of the Recipient before the information was disclosed to it by the Disclosing Party; (e) the Parties agree in writing is not confidential or may be disclosed; and/or (f) is developed by or for the Recipient independently of the information disclosed by the Disclosing Party. “Disclosing Party:” means a Party to this Agreement which discloses or makes available directly or indirectly, Confidential Information. “Group”: means, in relation to a company, that company, each and any subsidiary or holding company from time to time of that company and each and any subsidiary from time to time of a holding company of that company. “Holding Company” and “Subsidiary” mean a "holding company" and "subsidiary" of the Recipient or Disclosing Party respectively. “Purpose”: means the exchange of Confidential Information, trade secrets, know-how and samples in order to evaluate and pursue the objective of one or more potential business arrangements with respect to Kenway’s potential to supply the Company with information, products and/or designs that are proprietary to the Company. “Recipient”: means a Party to this Agreement which receives or obtains directly or indirectly Confidential Information. “Representative”: means employees, agents, officers, advisers and other representatives of the Recipient. 1.2 In this Agreement, the following rules of interpretation apply: (a) a person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality); (b) a reference to a party includes its personal representatives, successors or permitted assigns; (c) a reference to a statute or statutory provision is a reference to such statute or statutory provision as amended or re-enacted. A reference to a statute or statutory provision includes any subordinate legislation made under that statute or statutory provision, as amended or re-enacted; (d) any phrase introduced by the terms including, include, in particular or any similar expression shall be construed as illustrative and shall not limit the sense of the words preceding those terms; (e) a reference to writing or written includes faxes; and (f) unless the context otherwise requires, a reference to one gender shall include a reference to the other genders 2. Obligations of Confidentiality 2.1 The Recipient shall keep the Disclosing Party's Confidential Information confidential and, except with the prior written consent of the Disclosing Party, shall: (a) not use or exploit the Confidential Information in any way except for the Purpose; (b) not disclose or make available the Confidential Information in whole or in part to any third party, except as expressly permitted by this Agreement; (c) not copy, reduce to writing or otherwise record the Confidential Information except as strictly necessary for the Purpose (and any such copies, reductions to writing and records shall be the property of the Disclosing Party); (d) keep separate the Confidential Information from all documents and other records of the Recipient; (e) apply the same security measures and degree of care to the Confidential Information as the Recipient applies to its own confidential information, which the Recipient warrants as providing adequate protection from unauthorized disclosure, copying or use; and (f) keep a written record of: any document or other Confidential Information received from the other in tangible form; any copy made of the Confidential Information. 2.2 The Recipient may disclose the Disclosing Party's Confidential Information to those of its Representatives who need to know this Confidential Information for the Purpose, provided that: (a) it informs its Representatives of the confidential nature of the Confidential Information before disclosure; (b) it procures that its Representatives shall, in relation to any Confidential Information disclosed to them, comply with this Agreement as if they were the Recipient and, if the Disclosing Party so requests, procure that any relevant Representative enters into a confidentiality agreement with the Disclosing Party on terms equivalent to those contained in this Agreement; and (c) it keeps a written record of these Representatives; and (d) it shall at all times be liable for the failure of any Representative to comply with the terms of this Agreement. 2.3 A Party may disclose Confidential Information to the extent such Confidential Information is required to be disclosed by law, by any governmental or other regulatory authority (including, without limitation any relevant securities exchange) or by a Court or other authority of competent jurisdiction provided that, to the extent it is legally permitted to do so, it gives the other Party as much notice of this disclosure as possible and, where notice of disclosure is not prohibited and is given in accordance with this Clause 2.3 , it takes into account the reasonable requests of the other Party in relation to the content of this disclosure, to the extent that it is legally permitted to do so. 2.4 The Recipient may, however, provided that the Recipient has reasonable grounds to believe that the Disclosing Party is involved in activity that may constitute a criminal offence under the Bribery Act 2010, disclose Confidential Information to the Serious Fraud Office without first notifying the Disclosing Party of such disclosure. 2.5 The Recipient shall establish and maintain adequate security measures (including any reasonable security measures proposed by the Disclosing party from time to time) to safeguard the Confidential Information from unauthorized access or use. 2.6 No Party shall make, or permit any person to make, any public announcement concerning this Agreement, the Purpose or its prospective interest in the Purpose without the prior written consent of the other Party (such consent not to be unreasonably withheld or delayed) except as required by law or any governmental or regulatory authority (including, without limitation, any relevant securities exchange) or by any Court or other authority of competent jurisdiction. 2.7 No Party shall make use of the other Party's name or any information acquired through its dealings with the other Party for publicity or marketing purposes without the prior written consent of the other Party. 3 Return of Information 3.1 At the request of the Disclosing Party, the Recipient shall: (a) destroy or return to the Disclosing Party all documents and materials (and any copies) containing, reflecting, incorporating, or based on the Disclosing Party's Confidential Information; (b) save in relation to its backup email systems, erase all the Disclosing Party's Confidential Information from its computer systems or which is stored in electronic form; and (c) certify in writing to the Disclosing Party that it has complied with the requirements of this Clause, provided that a Recipient may retain documents and materials containing, reflecting, incorporating, or based on the Disclosing Party's Confidential Information to the extent required by law or any applicable governmental or regulatory authority and to the extent reasonable to permit the Recipient to keep evidence that it has performed its obligations under this Agreement. The provisions of this Agreement shall continue to apply to any documents and materials retained by the Recipient. 3.2 If the Recipient develops or uses a product or a process which, in the reasonable opinion of the Disclosing Party, might have involved the use of any of the Disclosing Party's Confidential Information, the Recipient shall, at the request of the Disclosing Party, supply to the Disclosing Party information reasonably necessary to establish that the Disclosing Party's Confidential Information has not been used or disclosed. 4 Reservation of Rights and Acknowledgement 4.1 All Confidential Information shall remain the property of the Disclosing Party. Each Party reserves all rights in its Confidential Information. No rights, including, but not limited to, intellectual property rights, in respect of a party's Confidential Information are granted to the other Party and no obligations are imposed on the Disclosing Party other than those expressly stated in this Agreement. Any background intellectual property rights subsisting in any information provided by either Party to the other shall remain vested in the Disclosing Party and the Disclosing Party shall grant to the Recipient a non-exclusive, worldwide, royalty free, revocable license to use such background Intellectual Property Rights solely for the period of this Agreement and for the Purpose only. Any foreground intellectual property rights generated by CP in respect of the Purpose shall vest in CP absolutely and the Company shall acquire no interest, right or title in respect of the same. 4.2 Except as expressly stated in this Agreement, no Party makes any express or implied warranty or representation concerning its Confidential Information, or the accuracy or completeness of the Confidential Information. 4.3 The disclosure of Confidential Information by the Disclosing Party shall not form any offer by, or representation or warranty on the part of, the Disclosing Party to enter into any further agreement in relation to the Purpose, or the development or supply of any product or service to which the Confidential Information relates. 4.4 The Recipient acknowledges that damages alone would not be an adequate remedy for the breach of any of the provisions of this Agreement. Accordingly, without prejudice to any other rights and remedies it may have, the Disclosing Party shall be entitled to the granting of equitable relief (including without limitation injunctive relief) concerning any threatened or actual breach of any of the provisions of this Agreement. 5. Warranty and Indemnity 5.1 Each Disclosing Party warrants that it has the right to disclose its Confidential Information to the Recipient and to authorize the Recipient to use such Confidential Information for the Purpose. 5.2 Each Recipient shall indemnify and keep fully indemnified the Disclosing Party and its Group at all times against all liabilities, costs (including legal costs on an indemnity basis), expenses, damages and losses (including any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and other reasonable costs and expenses suffered or incurred by the Disclosing Party and/or its Group) arising from any breach of this Agreement by the Recipient and from the actions or omissions of any Representative of the Recipient. 6. Term and Termination 6.1 The obligations of each Party shall, notwithstanding any earlier termination of negotiations or discussions between the Parties in relation to the Purpose, continue for a period of 2 years from the date of this Agreement. 6.2 If either Party decides not to become, or continue to be involved in the Purpose with the other Party it shall notify the other Party in writing immediately. 6.3 Termination of this Agreement shall not affect any accrued rights or remedies to which either Party is entitled. 7 Entire Agreement 7.1 This Agreement constitutes the entire agreement between the Parties and supersedes and extinguishes all previous drafts, agreements, arrangements and understandings between them, whether written or oral, relating to its subject matter. 7.2 Each Party agrees that it shall have no remedies in respect of any representation or warranty (whether made innocently or negligently) that is not set out in this Agreement. Each Party agrees that its only liability in respect of those representations and warranties that are set out in this Agreement (whether made innocently or negligently) shall be for breach of contract. 8. Severance If any provision or part-provision of this Agreement is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this Clause shall not affect the validity and enforceability of the rest of the Agreement. 9. No Waiver 9.1 Failure to exercise, or any delay in exercising, any right or remedy provided under this Agreement or by law shall not constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict any further exercise of that or any other right or remedy. 9.2 No single or partial exercise of any right or remedy provided under this Agreement or by law shall preclude or restrict the further exercise of that or any other right or remedy. 9.3 A Party that waives a right or remedy provided under this Agreement or by law in relation to another Party, or takes or fails to take any action against that Party, does not affect its rights in relation to any other Party. 10. Assignment Except as otherwise provided in this Agreement, no Party may assign, sub-contract or deal in any way with, any of its rights or obligations under this Agreement or any document referred to in it. 11. Notices 11.1 Any notice or other communication required to be given under this Agreement, shall be in writing and shall be delivered personally, or sent by pre-paid first class post or recorded delivery or by commercial courier, to each Party required to receive the notice or communication at its address as set out below: Kenway: Ian D. Kopp, 681 Riverside Drive, Augusta, Maine 04330 Company: _______________________________________________ or as otherwise specified by the relevant Party by notice in writing to each other Party. 11.2 Any notice or other communication shall be deemed to have been duly received: (a) if delivered personally, when left at the address and for the contact referred to in clause 11.1; or (b) if sent by pre-paid first class post or recorded delivery, at 9.00 am on the second Business Day after posting; or (c) if delivered by commercial courier, on the date and at the time that the courier's delivery receipt is signed. 11.3 A notice or other communication required to be given under this Agreement shall not be validly given if sent by e-mail. 12. No Partnership or Agency Nothing in this Agreement is intended to, or shall be deemed to, establish any partnership or joint venture between any of the Parties, constitute any Party the agent of another Party, nor authorize any Party to make or enter into any commitments for or on behalf of any other Party. 13. No Relationship of Employer and Employee Nothing in this Agreement is intended to, or shall be deemed to, establish any relationship of employer and employee between the Parties. 14. Third Party Rights A person who is not a Party to this Agreement shall not have any rights to enforce its terms as though it were a Party to it. 15. Variation Except as set out in this Agreement, no variation of this Agreement, including the introduction of any additional terms and conditions, shall be effective unless it is agreed in writing and signed by both Parties. 16. Governing Law and Jurisdiction This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the state of Delaware, of the United States of America, without regard to conflict of law rules thereof. The Parties irrevocably agree that the Courts of Delaware shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this Agreement or its subject matter or formation (including non-contractual disputes or claims). This Agreement has been entered into on the date stated above by: For and on behalf of Kenway Composites For and on behalf of Company _____________________________ _____________________________ Ian D. Kopp Name President Title

Receiving Party shall not solicit some of Disclosing Party's representatives.

NotMentioned

THIS NON-DISCLOSURE AGREEMENT is made on Xth day of Month, year (the “Agreement”) BY and BETWEEN: (1) CPK Manufacturing LLC dba Kenway Composites, incorporated and registered in Delaware whose office is at 681 Riverside Drive, Augusta, Maine 04330 (“Kenway”); and (2) _______________________ incorporated and registered in ____________________whose registered office is at _________________________________________________________ (the “Company”). Hereinafter, individually referred to as a “Party” and together, as the “Parties” to this Agreement. RECITALS (A) Each Party wishes to disclose to the other Party Confidential Information in relation to the Purpose (as respectively defined below). (B) Each Party wishes to ensure that the other Party maintains the confidentiality of its Confidential Information. (C) In consideration of the benefits to the Parties of the disclosure of the Confidential Information, the Parties have agreed to comply with the following terms in connection with the use and disclosure of Confidential Information. NOW THE PARTIES HEREBY AGREE AS FOLLOWS: 1 Definitions and Interpretation 1.1 The following definitions in this Clause 1 apply in this Agreement as follows: “Business Day” means a day (other than a Saturday, Sunday or public holiday) when banks are open for business. “Confidential Information:” means all confidential information (however recorded, preserved or disclosed) disclosed by a Party or its Representatives to the other Party and that Party's Representatives including but not limited to: the fact that discussions and negotiations are taking place concerning the Purpose and the status of those discussions and negotiations; any information that would be regarded as confidential by a reasonable business person relating to: (a) the business, affairs, customers, clients, suppliers, plans, intentions, or market opportunities of the Disclosing Party or of the Disclosing Party's Group; (b) the operations, processes, product information, know-how, designs, specifications, trade secrets or software of the Disclosing Party or of the Disclosing Party's Group; and (c) any information or analysis derived from Confidential Information; but not including any information: (a) that is or becomes generally available to the public other than as a result of its disclosure by the Recipient or its Representatives in breach of this Agreement or of any other undertaking of confidentiality addressed to the Party to whom the information relates (except that any compilation of otherwise public information in a form not publicly known shall nevertheless be treated as Confidential Information); (b) was available to the Recipient on a non-confidential basis prior to disclosure by the Disclosing Party; (c) was, is or becomes available to the Recipient on a non-confidential basis from a person who, to the Recipient's knowledge, is not bound by a confidentiality agreement with the Disclosing Party or otherwise prohibited from disclosing the information to the Recipient; (d) was lawfully in the possession of the Recipient before the information was disclosed to it by the Disclosing Party; (e) the Parties agree in writing is not confidential or may be disclosed; and/or (f) is developed by or for the Recipient independently of the information disclosed by the Disclosing Party. “Disclosing Party:” means a Party to this Agreement which discloses or makes available directly or indirectly, Confidential Information. “Group”: means, in relation to a company, that company, each and any subsidiary or holding company from time to time of that company and each and any subsidiary from time to time of a holding company of that company. “Holding Company” and “Subsidiary” mean a "holding company" and "subsidiary" of the Recipient or Disclosing Party respectively. “Purpose”: means the exchange of Confidential Information, trade secrets, know-how and samples in order to evaluate and pursue the objective of one or more potential business arrangements with respect to Kenway’s potential to supply the Company with information, products and/or designs that are proprietary to the Company. “Recipient”: means a Party to this Agreement which receives or obtains directly or indirectly Confidential Information. “Representative”: means employees, agents, officers, advisers and other representatives of the Recipient. 1.2 In this Agreement, the following rules of interpretation apply: (a) a person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality); (b) a reference to a party includes its personal representatives, successors or permitted assigns; (c) a reference to a statute or statutory provision is a reference to such statute or statutory provision as amended or re-enacted. A reference to a statute or statutory provision includes any subordinate legislation made under that statute or statutory provision, as amended or re-enacted; (d) any phrase introduced by the terms including, include, in particular or any similar expression shall be construed as illustrative and shall not limit the sense of the words preceding those terms; (e) a reference to writing or written includes faxes; and (f) unless the context otherwise requires, a reference to one gender shall include a reference to the other genders 2. Obligations of Confidentiality 2.1 The Recipient shall keep the Disclosing Party's Confidential Information confidential and, except with the prior written consent of the Disclosing Party, shall: (a) not use or exploit the Confidential Information in any way except for the Purpose; (b) not disclose or make available the Confidential Information in whole or in part to any third party, except as expressly permitted by this Agreement; (c) not copy, reduce to writing or otherwise record the Confidential Information except as strictly necessary for the Purpose (and any such copies, reductions to writing and records shall be the property of the Disclosing Party); (d) keep separate the Confidential Information from all documents and other records of the Recipient; (e) apply the same security measures and degree of care to the Confidential Information as the Recipient applies to its own confidential information, which the Recipient warrants as providing adequate protection from unauthorized disclosure, copying or use; and (f) keep a written record of: any document or other Confidential Information received from the other in tangible form; any copy made of the Confidential Information. 2.2 The Recipient may disclose the Disclosing Party's Confidential Information to those of its Representatives who need to know this Confidential Information for the Purpose, provided that: (a) it informs its Representatives of the confidential nature of the Confidential Information before disclosure; (b) it procures that its Representatives shall, in relation to any Confidential Information disclosed to them, comply with this Agreement as if they were the Recipient and, if the Disclosing Party so requests, procure that any relevant Representative enters into a confidentiality agreement with the Disclosing Party on terms equivalent to those contained in this Agreement; and (c) it keeps a written record of these Representatives; and (d) it shall at all times be liable for the failure of any Representative to comply with the terms of this Agreement. 2.3 A Party may disclose Confidential Information to the extent such Confidential Information is required to be disclosed by law, by any governmental or other regulatory authority (including, without limitation any relevant securities exchange) or by a Court or other authority of competent jurisdiction provided that, to the extent it is legally permitted to do so, it gives the other Party as much notice of this disclosure as possible and, where notice of disclosure is not prohibited and is given in accordance with this Clause 2.3 , it takes into account the reasonable requests of the other Party in relation to the content of this disclosure, to the extent that it is legally permitted to do so. 2.4 The Recipient may, however, provided that the Recipient has reasonable grounds to believe that the Disclosing Party is involved in activity that may constitute a criminal offence under the Bribery Act 2010, disclose Confidential Information to the Serious Fraud Office without first notifying the Disclosing Party of such disclosure. 2.5 The Recipient shall establish and maintain adequate security measures (including any reasonable security measures proposed by the Disclosing party from time to time) to safeguard the Confidential Information from unauthorized access or use. 2.6 No Party shall make, or permit any person to make, any public announcement concerning this Agreement, the Purpose or its prospective interest in the Purpose without the prior written consent of the other Party (such consent not to be unreasonably withheld or delayed) except as required by law or any governmental or regulatory authority (including, without limitation, any relevant securities exchange) or by any Court or other authority of competent jurisdiction. 2.7 No Party shall make use of the other Party's name or any information acquired through its dealings with the other Party for publicity or marketing purposes without the prior written consent of the other Party. 3 Return of Information 3.1 At the request of the Disclosing Party, the Recipient shall: (a) destroy or return to the Disclosing Party all documents and materials (and any copies) containing, reflecting, incorporating, or based on the Disclosing Party's Confidential Information; (b) save in relation to its backup email systems, erase all the Disclosing Party's Confidential Information from its computer systems or which is stored in electronic form; and (c) certify in writing to the Disclosing Party that it has complied with the requirements of this Clause, provided that a Recipient may retain documents and materials containing, reflecting, incorporating, or based on the Disclosing Party's Confidential Information to the extent required by law or any applicable governmental or regulatory authority and to the extent reasonable to permit the Recipient to keep evidence that it has performed its obligations under this Agreement. The provisions of this Agreement shall continue to apply to any documents and materials retained by the Recipient. 3.2 If the Recipient develops or uses a product or a process which, in the reasonable opinion of the Disclosing Party, might have involved the use of any of the Disclosing Party's Confidential Information, the Recipient shall, at the request of the Disclosing Party, supply to the Disclosing Party information reasonably necessary to establish that the Disclosing Party's Confidential Information has not been used or disclosed. 4 Reservation of Rights and Acknowledgement 4.1 All Confidential Information shall remain the property of the Disclosing Party. Each Party reserves all rights in its Confidential Information. No rights, including, but not limited to, intellectual property rights, in respect of a party's Confidential Information are granted to the other Party and no obligations are imposed on the Disclosing Party other than those expressly stated in this Agreement. Any background intellectual property rights subsisting in any information provided by either Party to the other shall remain vested in the Disclosing Party and the Disclosing Party shall grant to the Recipient a non-exclusive, worldwide, royalty free, revocable license to use such background Intellectual Property Rights solely for the period of this Agreement and for the Purpose only. Any foreground intellectual property rights generated by CP in respect of the Purpose shall vest in CP absolutely and the Company shall acquire no interest, right or title in respect of the same. 4.2 Except as expressly stated in this Agreement, no Party makes any express or implied warranty or representation concerning its Confidential Information, or the accuracy or completeness of the Confidential Information. 4.3 The disclosure of Confidential Information by the Disclosing Party shall not form any offer by, or representation or warranty on the part of, the Disclosing Party to enter into any further agreement in relation to the Purpose, or the development or supply of any product or service to which the Confidential Information relates. 4.4 The Recipient acknowledges that damages alone would not be an adequate remedy for the breach of any of the provisions of this Agreement. Accordingly, without prejudice to any other rights and remedies it may have, the Disclosing Party shall be entitled to the granting of equitable relief (including without limitation injunctive relief) concerning any threatened or actual breach of any of the provisions of this Agreement. 5. Warranty and Indemnity 5.1 Each Disclosing Party warrants that it has the right to disclose its Confidential Information to the Recipient and to authorize the Recipient to use such Confidential Information for the Purpose. 5.2 Each Recipient shall indemnify and keep fully indemnified the Disclosing Party and its Group at all times against all liabilities, costs (including legal costs on an indemnity basis), expenses, damages and losses (including any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and other reasonable costs and expenses suffered or incurred by the Disclosing Party and/or its Group) arising from any breach of this Agreement by the Recipient and from the actions or omissions of any Representative of the Recipient. 6. Term and Termination 6.1 The obligations of each Party shall, notwithstanding any earlier termination of negotiations or discussions between the Parties in relation to the Purpose, continue for a period of 2 years from the date of this Agreement. 6.2 If either Party decides not to become, or continue to be involved in the Purpose with the other Party it shall notify the other Party in writing immediately. 6.3 Termination of this Agreement shall not affect any accrued rights or remedies to which either Party is entitled. 7 Entire Agreement 7.1 This Agreement constitutes the entire agreement between the Parties and supersedes and extinguishes all previous drafts, agreements, arrangements and understandings between them, whether written or oral, relating to its subject matter. 7.2 Each Party agrees that it shall have no remedies in respect of any representation or warranty (whether made innocently or negligently) that is not set out in this Agreement. Each Party agrees that its only liability in respect of those representations and warranties that are set out in this Agreement (whether made innocently or negligently) shall be for breach of contract. 8. Severance If any provision or part-provision of this Agreement is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this Clause shall not affect the validity and enforceability of the rest of the Agreement. 9. No Waiver 9.1 Failure to exercise, or any delay in exercising, any right or remedy provided under this Agreement or by law shall not constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict any further exercise of that or any other right or remedy. 9.2 No single or partial exercise of any right or remedy provided under this Agreement or by law shall preclude or restrict the further exercise of that or any other right or remedy. 9.3 A Party that waives a right or remedy provided under this Agreement or by law in relation to another Party, or takes or fails to take any action against that Party, does not affect its rights in relation to any other Party. 10. Assignment Except as otherwise provided in this Agreement, no Party may assign, sub-contract or deal in any way with, any of its rights or obligations under this Agreement or any document referred to in it. 11. Notices 11.1 Any notice or other communication required to be given under this Agreement, shall be in writing and shall be delivered personally, or sent by pre-paid first class post or recorded delivery or by commercial courier, to each Party required to receive the notice or communication at its address as set out below: Kenway: Ian D. Kopp, 681 Riverside Drive, Augusta, Maine 04330 Company: _______________________________________________ or as otherwise specified by the relevant Party by notice in writing to each other Party. 11.2 Any notice or other communication shall be deemed to have been duly received: (a) if delivered personally, when left at the address and for the contact referred to in clause 11.1; or (b) if sent by pre-paid first class post or recorded delivery, at 9.00 am on the second Business Day after posting; or (c) if delivered by commercial courier, on the date and at the time that the courier's delivery receipt is signed. 11.3 A notice or other communication required to be given under this Agreement shall not be validly given if sent by e-mail. 12. No Partnership or Agency Nothing in this Agreement is intended to, or shall be deemed to, establish any partnership or joint venture between any of the Parties, constitute any Party the agent of another Party, nor authorize any Party to make or enter into any commitments for or on behalf of any other Party. 13. No Relationship of Employer and Employee Nothing in this Agreement is intended to, or shall be deemed to, establish any relationship of employer and employee between the Parties. 14. Third Party Rights A person who is not a Party to this Agreement shall not have any rights to enforce its terms as though it were a Party to it. 15. Variation Except as set out in this Agreement, no variation of this Agreement, including the introduction of any additional terms and conditions, shall be effective unless it is agreed in writing and signed by both Parties. 16. Governing Law and Jurisdiction This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the state of Delaware, of the United States of America, without regard to conflict of law rules thereof. The Parties irrevocably agree that the Courts of Delaware shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this Agreement or its subject matter or formation (including non-contractual disputes or claims). This Agreement has been entered into on the date stated above by: For and on behalf of Kenway Composites For and on behalf of Company _____________________________ _____________________________ Ian D. Kopp Name President Title

Receiving Party may share some Confidential Information with some third-parties (including consultants, agents and professional advisors).

Entailment

THIS NON-DISCLOSURE AGREEMENT is made on Xth day of Month, year (the “Agreement”) BY and BETWEEN: (1) CPK Manufacturing LLC dba Kenway Composites, incorporated and registered in Delaware whose office is at 681 Riverside Drive, Augusta, Maine 04330 (“Kenway”); and (2) _______________________ incorporated and registered in ____________________whose registered office is at _________________________________________________________ (the “Company”). Hereinafter, individually referred to as a “Party” and together, as the “Parties” to this Agreement. RECITALS (A) Each Party wishes to disclose to the other Party Confidential Information in relation to the Purpose (as respectively defined below). (B) Each Party wishes to ensure that the other Party maintains the confidentiality of its Confidential Information. (C) In consideration of the benefits to the Parties of the disclosure of the Confidential Information, the Parties have agreed to comply with the following terms in connection with the use and disclosure of Confidential Information. NOW THE PARTIES HEREBY AGREE AS FOLLOWS: 1 Definitions and Interpretation 1.1 The following definitions in this Clause 1 apply in this Agreement as follows: “Business Day” means a day (other than a Saturday, Sunday or public holiday) when banks are open for business. “Confidential Information:” means all confidential information (however recorded, preserved or disclosed) disclosed by a Party or its Representatives to the other Party and that Party's Representatives including but not limited to: the fact that discussions and negotiations are taking place concerning the Purpose and the status of those discussions and negotiations; any information that would be regarded as confidential by a reasonable business person relating to: (a) the business, affairs, customers, clients, suppliers, plans, intentions, or market opportunities of the Disclosing Party or of the Disclosing Party's Group; (b) the operations, processes, product information, know-how, designs, specifications, trade secrets or software of the Disclosing Party or of the Disclosing Party's Group; and (c) any information or analysis derived from Confidential Information; but not including any information: (a) that is or becomes generally available to the public other than as a result of its disclosure by the Recipient or its Representatives in breach of this Agreement or of any other undertaking of confidentiality addressed to the Party to whom the information relates (except that any compilation of otherwise public information in a form not publicly known shall nevertheless be treated as Confidential Information); (b) was available to the Recipient on a non-confidential basis prior to disclosure by the Disclosing Party; (c) was, is or becomes available to the Recipient on a non-confidential basis from a person who, to the Recipient's knowledge, is not bound by a confidentiality agreement with the Disclosing Party or otherwise prohibited from disclosing the information to the Recipient; (d) was lawfully in the possession of the Recipient before the information was disclosed to it by the Disclosing Party; (e) the Parties agree in writing is not confidential or may be disclosed; and/or (f) is developed by or for the Recipient independently of the information disclosed by the Disclosing Party. “Disclosing Party:” means a Party to this Agreement which discloses or makes available directly or indirectly, Confidential Information. “Group”: means, in relation to a company, that company, each and any subsidiary or holding company from time to time of that company and each and any subsidiary from time to time of a holding company of that company. “Holding Company” and “Subsidiary” mean a "holding company" and "subsidiary" of the Recipient or Disclosing Party respectively. “Purpose”: means the exchange of Confidential Information, trade secrets, know-how and samples in order to evaluate and pursue the objective of one or more potential business arrangements with respect to Kenway’s potential to supply the Company with information, products and/or designs that are proprietary to the Company. “Recipient”: means a Party to this Agreement which receives or obtains directly or indirectly Confidential Information. “Representative”: means employees, agents, officers, advisers and other representatives of the Recipient. 1.2 In this Agreement, the following rules of interpretation apply: (a) a person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality); (b) a reference to a party includes its personal representatives, successors or permitted assigns; (c) a reference to a statute or statutory provision is a reference to such statute or statutory provision as amended or re-enacted. A reference to a statute or statutory provision includes any subordinate legislation made under that statute or statutory provision, as amended or re-enacted; (d) any phrase introduced by the terms including, include, in particular or any similar expression shall be construed as illustrative and shall not limit the sense of the words preceding those terms; (e) a reference to writing or written includes faxes; and (f) unless the context otherwise requires, a reference to one gender shall include a reference to the other genders 2. Obligations of Confidentiality 2.1 The Recipient shall keep the Disclosing Party's Confidential Information confidential and, except with the prior written consent of the Disclosing Party, shall: (a) not use or exploit the Confidential Information in any way except for the Purpose; (b) not disclose or make available the Confidential Information in whole or in part to any third party, except as expressly permitted by this Agreement; (c) not copy, reduce to writing or otherwise record the Confidential Information except as strictly necessary for the Purpose (and any such copies, reductions to writing and records shall be the property of the Disclosing Party); (d) keep separate the Confidential Information from all documents and other records of the Recipient; (e) apply the same security measures and degree of care to the Confidential Information as the Recipient applies to its own confidential information, which the Recipient warrants as providing adequate protection from unauthorized disclosure, copying or use; and (f) keep a written record of: any document or other Confidential Information received from the other in tangible form; any copy made of the Confidential Information. 2.2 The Recipient may disclose the Disclosing Party's Confidential Information to those of its Representatives who need to know this Confidential Information for the Purpose, provided that: (a) it informs its Representatives of the confidential nature of the Confidential Information before disclosure; (b) it procures that its Representatives shall, in relation to any Confidential Information disclosed to them, comply with this Agreement as if they were the Recipient and, if the Disclosing Party so requests, procure that any relevant Representative enters into a confidentiality agreement with the Disclosing Party on terms equivalent to those contained in this Agreement; and (c) it keeps a written record of these Representatives; and (d) it shall at all times be liable for the failure of any Representative to comply with the terms of this Agreement. 2.3 A Party may disclose Confidential Information to the extent such Confidential Information is required to be disclosed by law, by any governmental or other regulatory authority (including, without limitation any relevant securities exchange) or by a Court or other authority of competent jurisdiction provided that, to the extent it is legally permitted to do so, it gives the other Party as much notice of this disclosure as possible and, where notice of disclosure is not prohibited and is given in accordance with this Clause 2.3 , it takes into account the reasonable requests of the other Party in relation to the content of this disclosure, to the extent that it is legally permitted to do so. 2.4 The Recipient may, however, provided that the Recipient has reasonable grounds to believe that the Disclosing Party is involved in activity that may constitute a criminal offence under the Bribery Act 2010, disclose Confidential Information to the Serious Fraud Office without first notifying the Disclosing Party of such disclosure. 2.5 The Recipient shall establish and maintain adequate security measures (including any reasonable security measures proposed by the Disclosing party from time to time) to safeguard the Confidential Information from unauthorized access or use. 2.6 No Party shall make, or permit any person to make, any public announcement concerning this Agreement, the Purpose or its prospective interest in the Purpose without the prior written consent of the other Party (such consent not to be unreasonably withheld or delayed) except as required by law or any governmental or regulatory authority (including, without limitation, any relevant securities exchange) or by any Court or other authority of competent jurisdiction. 2.7 No Party shall make use of the other Party's name or any information acquired through its dealings with the other Party for publicity or marketing purposes without the prior written consent of the other Party. 3 Return of Information 3.1 At the request of the Disclosing Party, the Recipient shall: (a) destroy or return to the Disclosing Party all documents and materials (and any copies) containing, reflecting, incorporating, or based on the Disclosing Party's Confidential Information; (b) save in relation to its backup email systems, erase all the Disclosing Party's Confidential Information from its computer systems or which is stored in electronic form; and (c) certify in writing to the Disclosing Party that it has complied with the requirements of this Clause, provided that a Recipient may retain documents and materials containing, reflecting, incorporating, or based on the Disclosing Party's Confidential Information to the extent required by law or any applicable governmental or regulatory authority and to the extent reasonable to permit the Recipient to keep evidence that it has performed its obligations under this Agreement. The provisions of this Agreement shall continue to apply to any documents and materials retained by the Recipient. 3.2 If the Recipient develops or uses a product or a process which, in the reasonable opinion of the Disclosing Party, might have involved the use of any of the Disclosing Party's Confidential Information, the Recipient shall, at the request of the Disclosing Party, supply to the Disclosing Party information reasonably necessary to establish that the Disclosing Party's Confidential Information has not been used or disclosed. 4 Reservation of Rights and Acknowledgement 4.1 All Confidential Information shall remain the property of the Disclosing Party. Each Party reserves all rights in its Confidential Information. No rights, including, but not limited to, intellectual property rights, in respect of a party's Confidential Information are granted to the other Party and no obligations are imposed on the Disclosing Party other than those expressly stated in this Agreement. Any background intellectual property rights subsisting in any information provided by either Party to the other shall remain vested in the Disclosing Party and the Disclosing Party shall grant to the Recipient a non-exclusive, worldwide, royalty free, revocable license to use such background Intellectual Property Rights solely for the period of this Agreement and for the Purpose only. Any foreground intellectual property rights generated by CP in respect of the Purpose shall vest in CP absolutely and the Company shall acquire no interest, right or title in respect of the same. 4.2 Except as expressly stated in this Agreement, no Party makes any express or implied warranty or representation concerning its Confidential Information, or the accuracy or completeness of the Confidential Information. 4.3 The disclosure of Confidential Information by the Disclosing Party shall not form any offer by, or representation or warranty on the part of, the Disclosing Party to enter into any further agreement in relation to the Purpose, or the development or supply of any product or service to which the Confidential Information relates. 4.4 The Recipient acknowledges that damages alone would not be an adequate remedy for the breach of any of the provisions of this Agreement. Accordingly, without prejudice to any other rights and remedies it may have, the Disclosing Party shall be entitled to the granting of equitable relief (including without limitation injunctive relief) concerning any threatened or actual breach of any of the provisions of this Agreement. 5. Warranty and Indemnity 5.1 Each Disclosing Party warrants that it has the right to disclose its Confidential Information to the Recipient and to authorize the Recipient to use such Confidential Information for the Purpose. 5.2 Each Recipient shall indemnify and keep fully indemnified the Disclosing Party and its Group at all times against all liabilities, costs (including legal costs on an indemnity basis), expenses, damages and losses (including any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and other reasonable costs and expenses suffered or incurred by the Disclosing Party and/or its Group) arising from any breach of this Agreement by the Recipient and from the actions or omissions of any Representative of the Recipient. 6. Term and Termination 6.1 The obligations of each Party shall, notwithstanding any earlier termination of negotiations or discussions between the Parties in relation to the Purpose, continue for a period of 2 years from the date of this Agreement. 6.2 If either Party decides not to become, or continue to be involved in the Purpose with the other Party it shall notify the other Party in writing immediately. 6.3 Termination of this Agreement shall not affect any accrued rights or remedies to which either Party is entitled. 7 Entire Agreement 7.1 This Agreement constitutes the entire agreement between the Parties and supersedes and extinguishes all previous drafts, agreements, arrangements and understandings between them, whether written or oral, relating to its subject matter. 7.2 Each Party agrees that it shall have no remedies in respect of any representation or warranty (whether made innocently or negligently) that is not set out in this Agreement. Each Party agrees that its only liability in respect of those representations and warranties that are set out in this Agreement (whether made innocently or negligently) shall be for breach of contract. 8. Severance If any provision or part-provision of this Agreement is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this Clause shall not affect the validity and enforceability of the rest of the Agreement. 9. No Waiver 9.1 Failure to exercise, or any delay in exercising, any right or remedy provided under this Agreement or by law shall not constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict any further exercise of that or any other right or remedy. 9.2 No single or partial exercise of any right or remedy provided under this Agreement or by law shall preclude or restrict the further exercise of that or any other right or remedy. 9.3 A Party that waives a right or remedy provided under this Agreement or by law in relation to another Party, or takes or fails to take any action against that Party, does not affect its rights in relation to any other Party. 10. Assignment Except as otherwise provided in this Agreement, no Party may assign, sub-contract or deal in any way with, any of its rights or obligations under this Agreement or any document referred to in it. 11. Notices 11.1 Any notice or other communication required to be given under this Agreement, shall be in writing and shall be delivered personally, or sent by pre-paid first class post or recorded delivery or by commercial courier, to each Party required to receive the notice or communication at its address as set out below: Kenway: Ian D. Kopp, 681 Riverside Drive, Augusta, Maine 04330 Company: _______________________________________________ or as otherwise specified by the relevant Party by notice in writing to each other Party. 11.2 Any notice or other communication shall be deemed to have been duly received: (a) if delivered personally, when left at the address and for the contact referred to in clause 11.1; or (b) if sent by pre-paid first class post or recorded delivery, at 9.00 am on the second Business Day after posting; or (c) if delivered by commercial courier, on the date and at the time that the courier's delivery receipt is signed. 11.3 A notice or other communication required to be given under this Agreement shall not be validly given if sent by e-mail. 12. No Partnership or Agency Nothing in this Agreement is intended to, or shall be deemed to, establish any partnership or joint venture between any of the Parties, constitute any Party the agent of another Party, nor authorize any Party to make or enter into any commitments for or on behalf of any other Party. 13. No Relationship of Employer and Employee Nothing in this Agreement is intended to, or shall be deemed to, establish any relationship of employer and employee between the Parties. 14. Third Party Rights A person who is not a Party to this Agreement shall not have any rights to enforce its terms as though it were a Party to it. 15. Variation Except as set out in this Agreement, no variation of this Agreement, including the introduction of any additional terms and conditions, shall be effective unless it is agreed in writing and signed by both Parties. 16. Governing Law and Jurisdiction This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the state of Delaware, of the United States of America, without regard to conflict of law rules thereof. The Parties irrevocably agree that the Courts of Delaware shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this Agreement or its subject matter or formation (including non-contractual disputes or claims). This Agreement has been entered into on the date stated above by: For and on behalf of Kenway Composites For and on behalf of Company _____________________________ _____________________________ Ian D. Kopp Name President Title

Receiving Party may create a copy of some Confidential Information in some circumstances.

Entailment

THIS NON-DISCLOSURE AGREEMENT is made on Xth day of Month, year (the “Agreement”) BY and BETWEEN: (1) CPK Manufacturing LLC dba Kenway Composites, incorporated and registered in Delaware whose office is at 681 Riverside Drive, Augusta, Maine 04330 (“Kenway”); and (2) _______________________ incorporated and registered in ____________________whose registered office is at _________________________________________________________ (the “Company”). Hereinafter, individually referred to as a “Party” and together, as the “Parties” to this Agreement. RECITALS (A) Each Party wishes to disclose to the other Party Confidential Information in relation to the Purpose (as respectively defined below). (B) Each Party wishes to ensure that the other Party maintains the confidentiality of its Confidential Information. (C) In consideration of the benefits to the Parties of the disclosure of the Confidential Information, the Parties have agreed to comply with the following terms in connection with the use and disclosure of Confidential Information. NOW THE PARTIES HEREBY AGREE AS FOLLOWS: 1 Definitions and Interpretation 1.1 The following definitions in this Clause 1 apply in this Agreement as follows: “Business Day” means a day (other than a Saturday, Sunday or public holiday) when banks are open for business. “Confidential Information:” means all confidential information (however recorded, preserved or disclosed) disclosed by a Party or its Representatives to the other Party and that Party's Representatives including but not limited to: the fact that discussions and negotiations are taking place concerning the Purpose and the status of those discussions and negotiations; any information that would be regarded as confidential by a reasonable business person relating to: (a) the business, affairs, customers, clients, suppliers, plans, intentions, or market opportunities of the Disclosing Party or of the Disclosing Party's Group; (b) the operations, processes, product information, know-how, designs, specifications, trade secrets or software of the Disclosing Party or of the Disclosing Party's Group; and (c) any information or analysis derived from Confidential Information; but not including any information: (a) that is or becomes generally available to the public other than as a result of its disclosure by the Recipient or its Representatives in breach of this Agreement or of any other undertaking of confidentiality addressed to the Party to whom the information relates (except that any compilation of otherwise public information in a form not publicly known shall nevertheless be treated as Confidential Information); (b) was available to the Recipient on a non-confidential basis prior to disclosure by the Disclosing Party; (c) was, is or becomes available to the Recipient on a non-confidential basis from a person who, to the Recipient's knowledge, is not bound by a confidentiality agreement with the Disclosing Party or otherwise prohibited from disclosing the information to the Recipient; (d) was lawfully in the possession of the Recipient before the information was disclosed to it by the Disclosing Party; (e) the Parties agree in writing is not confidential or may be disclosed; and/or (f) is developed by or for the Recipient independently of the information disclosed by the Disclosing Party. “Disclosing Party:” means a Party to this Agreement which discloses or makes available directly or indirectly, Confidential Information. “Group”: means, in relation to a company, that company, each and any subsidiary or holding company from time to time of that company and each and any subsidiary from time to time of a holding company of that company. “Holding Company” and “Subsidiary” mean a "holding company" and "subsidiary" of the Recipient or Disclosing Party respectively. “Purpose”: means the exchange of Confidential Information, trade secrets, know-how and samples in order to evaluate and pursue the objective of one or more potential business arrangements with respect to Kenway’s potential to supply the Company with information, products and/or designs that are proprietary to the Company. “Recipient”: means a Party to this Agreement which receives or obtains directly or indirectly Confidential Information. “Representative”: means employees, agents, officers, advisers and other representatives of the Recipient. 1.2 In this Agreement, the following rules of interpretation apply: (a) a person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality); (b) a reference to a party includes its personal representatives, successors or permitted assigns; (c) a reference to a statute or statutory provision is a reference to such statute or statutory provision as amended or re-enacted. A reference to a statute or statutory provision includes any subordinate legislation made under that statute or statutory provision, as amended or re-enacted; (d) any phrase introduced by the terms including, include, in particular or any similar expression shall be construed as illustrative and shall not limit the sense of the words preceding those terms; (e) a reference to writing or written includes faxes; and (f) unless the context otherwise requires, a reference to one gender shall include a reference to the other genders 2. Obligations of Confidentiality 2.1 The Recipient shall keep the Disclosing Party's Confidential Information confidential and, except with the prior written consent of the Disclosing Party, shall: (a) not use or exploit the Confidential Information in any way except for the Purpose; (b) not disclose or make available the Confidential Information in whole or in part to any third party, except as expressly permitted by this Agreement; (c) not copy, reduce to writing or otherwise record the Confidential Information except as strictly necessary for the Purpose (and any such copies, reductions to writing and records shall be the property of the Disclosing Party); (d) keep separate the Confidential Information from all documents and other records of the Recipient; (e) apply the same security measures and degree of care to the Confidential Information as the Recipient applies to its own confidential information, which the Recipient warrants as providing adequate protection from unauthorized disclosure, copying or use; and (f) keep a written record of: any document or other Confidential Information received from the other in tangible form; any copy made of the Confidential Information. 2.2 The Recipient may disclose the Disclosing Party's Confidential Information to those of its Representatives who need to know this Confidential Information for the Purpose, provided that: (a) it informs its Representatives of the confidential nature of the Confidential Information before disclosure; (b) it procures that its Representatives shall, in relation to any Confidential Information disclosed to them, comply with this Agreement as if they were the Recipient and, if the Disclosing Party so requests, procure that any relevant Representative enters into a confidentiality agreement with the Disclosing Party on terms equivalent to those contained in this Agreement; and (c) it keeps a written record of these Representatives; and (d) it shall at all times be liable for the failure of any Representative to comply with the terms of this Agreement. 2.3 A Party may disclose Confidential Information to the extent such Confidential Information is required to be disclosed by law, by any governmental or other regulatory authority (including, without limitation any relevant securities exchange) or by a Court or other authority of competent jurisdiction provided that, to the extent it is legally permitted to do so, it gives the other Party as much notice of this disclosure as possible and, where notice of disclosure is not prohibited and is given in accordance with this Clause 2.3 , it takes into account the reasonable requests of the other Party in relation to the content of this disclosure, to the extent that it is legally permitted to do so. 2.4 The Recipient may, however, provided that the Recipient has reasonable grounds to believe that the Disclosing Party is involved in activity that may constitute a criminal offence under the Bribery Act 2010, disclose Confidential Information to the Serious Fraud Office without first notifying the Disclosing Party of such disclosure. 2.5 The Recipient shall establish and maintain adequate security measures (including any reasonable security measures proposed by the Disclosing party from time to time) to safeguard the Confidential Information from unauthorized access or use. 2.6 No Party shall make, or permit any person to make, any public announcement concerning this Agreement, the Purpose or its prospective interest in the Purpose without the prior written consent of the other Party (such consent not to be unreasonably withheld or delayed) except as required by law or any governmental or regulatory authority (including, without limitation, any relevant securities exchange) or by any Court or other authority of competent jurisdiction. 2.7 No Party shall make use of the other Party's name or any information acquired through its dealings with the other Party for publicity or marketing purposes without the prior written consent of the other Party. 3 Return of Information 3.1 At the request of the Disclosing Party, the Recipient shall: (a) destroy or return to the Disclosing Party all documents and materials (and any copies) containing, reflecting, incorporating, or based on the Disclosing Party's Confidential Information; (b) save in relation to its backup email systems, erase all the Disclosing Party's Confidential Information from its computer systems or which is stored in electronic form; and (c) certify in writing to the Disclosing Party that it has complied with the requirements of this Clause, provided that a Recipient may retain documents and materials containing, reflecting, incorporating, or based on the Disclosing Party's Confidential Information to the extent required by law or any applicable governmental or regulatory authority and to the extent reasonable to permit the Recipient to keep evidence that it has performed its obligations under this Agreement. The provisions of this Agreement shall continue to apply to any documents and materials retained by the Recipient. 3.2 If the Recipient develops or uses a product or a process which, in the reasonable opinion of the Disclosing Party, might have involved the use of any of the Disclosing Party's Confidential Information, the Recipient shall, at the request of the Disclosing Party, supply to the Disclosing Party information reasonably necessary to establish that the Disclosing Party's Confidential Information has not been used or disclosed. 4 Reservation of Rights and Acknowledgement 4.1 All Confidential Information shall remain the property of the Disclosing Party. Each Party reserves all rights in its Confidential Information. No rights, including, but not limited to, intellectual property rights, in respect of a party's Confidential Information are granted to the other Party and no obligations are imposed on the Disclosing Party other than those expressly stated in this Agreement. Any background intellectual property rights subsisting in any information provided by either Party to the other shall remain vested in the Disclosing Party and the Disclosing Party shall grant to the Recipient a non-exclusive, worldwide, royalty free, revocable license to use such background Intellectual Property Rights solely for the period of this Agreement and for the Purpose only. Any foreground intellectual property rights generated by CP in respect of the Purpose shall vest in CP absolutely and the Company shall acquire no interest, right or title in respect of the same. 4.2 Except as expressly stated in this Agreement, no Party makes any express or implied warranty or representation concerning its Confidential Information, or the accuracy or completeness of the Confidential Information. 4.3 The disclosure of Confidential Information by the Disclosing Party shall not form any offer by, or representation or warranty on the part of, the Disclosing Party to enter into any further agreement in relation to the Purpose, or the development or supply of any product or service to which the Confidential Information relates. 4.4 The Recipient acknowledges that damages alone would not be an adequate remedy for the breach of any of the provisions of this Agreement. Accordingly, without prejudice to any other rights and remedies it may have, the Disclosing Party shall be entitled to the granting of equitable relief (including without limitation injunctive relief) concerning any threatened or actual breach of any of the provisions of this Agreement. 5. Warranty and Indemnity 5.1 Each Disclosing Party warrants that it has the right to disclose its Confidential Information to the Recipient and to authorize the Recipient to use such Confidential Information for the Purpose. 5.2 Each Recipient shall indemnify and keep fully indemnified the Disclosing Party and its Group at all times against all liabilities, costs (including legal costs on an indemnity basis), expenses, damages and losses (including any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and other reasonable costs and expenses suffered or incurred by the Disclosing Party and/or its Group) arising from any breach of this Agreement by the Recipient and from the actions or omissions of any Representative of the Recipient. 6. Term and Termination 6.1 The obligations of each Party shall, notwithstanding any earlier termination of negotiations or discussions between the Parties in relation to the Purpose, continue for a period of 2 years from the date of this Agreement. 6.2 If either Party decides not to become, or continue to be involved in the Purpose with the other Party it shall notify the other Party in writing immediately. 6.3 Termination of this Agreement shall not affect any accrued rights or remedies to which either Party is entitled. 7 Entire Agreement 7.1 This Agreement constitutes the entire agreement between the Parties and supersedes and extinguishes all previous drafts, agreements, arrangements and understandings between them, whether written or oral, relating to its subject matter. 7.2 Each Party agrees that it shall have no remedies in respect of any representation or warranty (whether made innocently or negligently) that is not set out in this Agreement. Each Party agrees that its only liability in respect of those representations and warranties that are set out in this Agreement (whether made innocently or negligently) shall be for breach of contract. 8. Severance If any provision or part-provision of this Agreement is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this Clause shall not affect the validity and enforceability of the rest of the Agreement. 9. No Waiver 9.1 Failure to exercise, or any delay in exercising, any right or remedy provided under this Agreement or by law shall not constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict any further exercise of that or any other right or remedy. 9.2 No single or partial exercise of any right or remedy provided under this Agreement or by law shall preclude or restrict the further exercise of that or any other right or remedy. 9.3 A Party that waives a right or remedy provided under this Agreement or by law in relation to another Party, or takes or fails to take any action against that Party, does not affect its rights in relation to any other Party. 10. Assignment Except as otherwise provided in this Agreement, no Party may assign, sub-contract or deal in any way with, any of its rights or obligations under this Agreement or any document referred to in it. 11. Notices 11.1 Any notice or other communication required to be given under this Agreement, shall be in writing and shall be delivered personally, or sent by pre-paid first class post or recorded delivery or by commercial courier, to each Party required to receive the notice or communication at its address as set out below: Kenway: Ian D. Kopp, 681 Riverside Drive, Augusta, Maine 04330 Company: _______________________________________________ or as otherwise specified by the relevant Party by notice in writing to each other Party. 11.2 Any notice or other communication shall be deemed to have been duly received: (a) if delivered personally, when left at the address and for the contact referred to in clause 11.1; or (b) if sent by pre-paid first class post or recorded delivery, at 9.00 am on the second Business Day after posting; or (c) if delivered by commercial courier, on the date and at the time that the courier's delivery receipt is signed. 11.3 A notice or other communication required to be given under this Agreement shall not be validly given if sent by e-mail. 12. No Partnership or Agency Nothing in this Agreement is intended to, or shall be deemed to, establish any partnership or joint venture between any of the Parties, constitute any Party the agent of another Party, nor authorize any Party to make or enter into any commitments for or on behalf of any other Party. 13. No Relationship of Employer and Employee Nothing in this Agreement is intended to, or shall be deemed to, establish any relationship of employer and employee between the Parties. 14. Third Party Rights A person who is not a Party to this Agreement shall not have any rights to enforce its terms as though it were a Party to it. 15. Variation Except as set out in this Agreement, no variation of this Agreement, including the introduction of any additional terms and conditions, shall be effective unless it is agreed in writing and signed by both Parties. 16. Governing Law and Jurisdiction This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the state of Delaware, of the United States of America, without regard to conflict of law rules thereof. The Parties irrevocably agree that the Courts of Delaware shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this Agreement or its subject matter or formation (including non-contractual disputes or claims). This Agreement has been entered into on the date stated above by: For and on behalf of Kenway Composites For and on behalf of Company _____________________________ _____________________________ Ian D. Kopp Name President Title

Receiving Party shall notify Disclosing Party in case Receiving Party is required by law, regulation or judicial process to disclose any Confidential Information.

Entailment

THIS NON-DISCLOSURE AGREEMENT is made on Xth day of Month, year (the “Agreement”) BY and BETWEEN: (1) CPK Manufacturing LLC dba Kenway Composites, incorporated and registered in Delaware whose office is at 681 Riverside Drive, Augusta, Maine 04330 (“Kenway”); and (2) _______________________ incorporated and registered in ____________________whose registered office is at _________________________________________________________ (the “Company”). Hereinafter, individually referred to as a “Party” and together, as the “Parties” to this Agreement. RECITALS (A) Each Party wishes to disclose to the other Party Confidential Information in relation to the Purpose (as respectively defined below). (B) Each Party wishes to ensure that the other Party maintains the confidentiality of its Confidential Information. (C) In consideration of the benefits to the Parties of the disclosure of the Confidential Information, the Parties have agreed to comply with the following terms in connection with the use and disclosure of Confidential Information. NOW THE PARTIES HEREBY AGREE AS FOLLOWS: 1 Definitions and Interpretation 1.1 The following definitions in this Clause 1 apply in this Agreement as follows: “Business Day” means a day (other than a Saturday, Sunday or public holiday) when banks are open for business. “Confidential Information:” means all confidential information (however recorded, preserved or disclosed) disclosed by a Party or its Representatives to the other Party and that Party's Representatives including but not limited to: the fact that discussions and negotiations are taking place concerning the Purpose and the status of those discussions and negotiations; any information that would be regarded as confidential by a reasonable business person relating to: (a) the business, affairs, customers, clients, suppliers, plans, intentions, or market opportunities of the Disclosing Party or of the Disclosing Party's Group; (b) the operations, processes, product information, know-how, designs, specifications, trade secrets or software of the Disclosing Party or of the Disclosing Party's Group; and (c) any information or analysis derived from Confidential Information; but not including any information: (a) that is or becomes generally available to the public other than as a result of its disclosure by the Recipient or its Representatives in breach of this Agreement or of any other undertaking of confidentiality addressed to the Party to whom the information relates (except that any compilation of otherwise public information in a form not publicly known shall nevertheless be treated as Confidential Information); (b) was available to the Recipient on a non-confidential basis prior to disclosure by the Disclosing Party; (c) was, is or becomes available to the Recipient on a non-confidential basis from a person who, to the Recipient's knowledge, is not bound by a confidentiality agreement with the Disclosing Party or otherwise prohibited from disclosing the information to the Recipient; (d) was lawfully in the possession of the Recipient before the information was disclosed to it by the Disclosing Party; (e) the Parties agree in writing is not confidential or may be disclosed; and/or (f) is developed by or for the Recipient independently of the information disclosed by the Disclosing Party. “Disclosing Party:” means a Party to this Agreement which discloses or makes available directly or indirectly, Confidential Information. “Group”: means, in relation to a company, that company, each and any subsidiary or holding company from time to time of that company and each and any subsidiary from time to time of a holding company of that company. “Holding Company” and “Subsidiary” mean a "holding company" and "subsidiary" of the Recipient or Disclosing Party respectively. “Purpose”: means the exchange of Confidential Information, trade secrets, know-how and samples in order to evaluate and pursue the objective of one or more potential business arrangements with respect to Kenway’s potential to supply the Company with information, products and/or designs that are proprietary to the Company. “Recipient”: means a Party to this Agreement which receives or obtains directly or indirectly Confidential Information. “Representative”: means employees, agents, officers, advisers and other representatives of the Recipient. 1.2 In this Agreement, the following rules of interpretation apply: (a) a person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality); (b) a reference to a party includes its personal representatives, successors or permitted assigns; (c) a reference to a statute or statutory provision is a reference to such statute or statutory provision as amended or re-enacted. A reference to a statute or statutory provision includes any subordinate legislation made under that statute or statutory provision, as amended or re-enacted; (d) any phrase introduced by the terms including, include, in particular or any similar expression shall be construed as illustrative and shall not limit the sense of the words preceding those terms; (e) a reference to writing or written includes faxes; and (f) unless the context otherwise requires, a reference to one gender shall include a reference to the other genders 2. Obligations of Confidentiality 2.1 The Recipient shall keep the Disclosing Party's Confidential Information confidential and, except with the prior written consent of the Disclosing Party, shall: (a) not use or exploit the Confidential Information in any way except for the Purpose; (b) not disclose or make available the Confidential Information in whole or in part to any third party, except as expressly permitted by this Agreement; (c) not copy, reduce to writing or otherwise record the Confidential Information except as strictly necessary for the Purpose (and any such copies, reductions to writing and records shall be the property of the Disclosing Party); (d) keep separate the Confidential Information from all documents and other records of the Recipient; (e) apply the same security measures and degree of care to the Confidential Information as the Recipient applies to its own confidential information, which the Recipient warrants as providing adequate protection from unauthorized disclosure, copying or use; and (f) keep a written record of: any document or other Confidential Information received from the other in tangible form; any copy made of the Confidential Information. 2.2 The Recipient may disclose the Disclosing Party's Confidential Information to those of its Representatives who need to know this Confidential Information for the Purpose, provided that: (a) it informs its Representatives of the confidential nature of the Confidential Information before disclosure; (b) it procures that its Representatives shall, in relation to any Confidential Information disclosed to them, comply with this Agreement as if they were the Recipient and, if the Disclosing Party so requests, procure that any relevant Representative enters into a confidentiality agreement with the Disclosing Party on terms equivalent to those contained in this Agreement; and (c) it keeps a written record of these Representatives; and (d) it shall at all times be liable for the failure of any Representative to comply with the terms of this Agreement. 2.3 A Party may disclose Confidential Information to the extent such Confidential Information is required to be disclosed by law, by any governmental or other regulatory authority (including, without limitation any relevant securities exchange) or by a Court or other authority of competent jurisdiction provided that, to the extent it is legally permitted to do so, it gives the other Party as much notice of this disclosure as possible and, where notice of disclosure is not prohibited and is given in accordance with this Clause 2.3 , it takes into account the reasonable requests of the other Party in relation to the content of this disclosure, to the extent that it is legally permitted to do so. 2.4 The Recipient may, however, provided that the Recipient has reasonable grounds to believe that the Disclosing Party is involved in activity that may constitute a criminal offence under the Bribery Act 2010, disclose Confidential Information to the Serious Fraud Office without first notifying the Disclosing Party of such disclosure. 2.5 The Recipient shall establish and maintain adequate security measures (including any reasonable security measures proposed by the Disclosing party from time to time) to safeguard the Confidential Information from unauthorized access or use. 2.6 No Party shall make, or permit any person to make, any public announcement concerning this Agreement, the Purpose or its prospective interest in the Purpose without the prior written consent of the other Party (such consent not to be unreasonably withheld or delayed) except as required by law or any governmental or regulatory authority (including, without limitation, any relevant securities exchange) or by any Court or other authority of competent jurisdiction. 2.7 No Party shall make use of the other Party's name or any information acquired through its dealings with the other Party for publicity or marketing purposes without the prior written consent of the other Party. 3 Return of Information 3.1 At the request of the Disclosing Party, the Recipient shall: (a) destroy or return to the Disclosing Party all documents and materials (and any copies) containing, reflecting, incorporating, or based on the Disclosing Party's Confidential Information; (b) save in relation to its backup email systems, erase all the Disclosing Party's Confidential Information from its computer systems or which is stored in electronic form; and (c) certify in writing to the Disclosing Party that it has complied with the requirements of this Clause, provided that a Recipient may retain documents and materials containing, reflecting, incorporating, or based on the Disclosing Party's Confidential Information to the extent required by law or any applicable governmental or regulatory authority and to the extent reasonable to permit the Recipient to keep evidence that it has performed its obligations under this Agreement. The provisions of this Agreement shall continue to apply to any documents and materials retained by the Recipient. 3.2 If the Recipient develops or uses a product or a process which, in the reasonable opinion of the Disclosing Party, might have involved the use of any of the Disclosing Party's Confidential Information, the Recipient shall, at the request of the Disclosing Party, supply to the Disclosing Party information reasonably necessary to establish that the Disclosing Party's Confidential Information has not been used or disclosed. 4 Reservation of Rights and Acknowledgement 4.1 All Confidential Information shall remain the property of the Disclosing Party. Each Party reserves all rights in its Confidential Information. No rights, including, but not limited to, intellectual property rights, in respect of a party's Confidential Information are granted to the other Party and no obligations are imposed on the Disclosing Party other than those expressly stated in this Agreement. Any background intellectual property rights subsisting in any information provided by either Party to the other shall remain vested in the Disclosing Party and the Disclosing Party shall grant to the Recipient a non-exclusive, worldwide, royalty free, revocable license to use such background Intellectual Property Rights solely for the period of this Agreement and for the Purpose only. Any foreground intellectual property rights generated by CP in respect of the Purpose shall vest in CP absolutely and the Company shall acquire no interest, right or title in respect of the same. 4.2 Except as expressly stated in this Agreement, no Party makes any express or implied warranty or representation concerning its Confidential Information, or the accuracy or completeness of the Confidential Information. 4.3 The disclosure of Confidential Information by the Disclosing Party shall not form any offer by, or representation or warranty on the part of, the Disclosing Party to enter into any further agreement in relation to the Purpose, or the development or supply of any product or service to which the Confidential Information relates. 4.4 The Recipient acknowledges that damages alone would not be an adequate remedy for the breach of any of the provisions of this Agreement. Accordingly, without prejudice to any other rights and remedies it may have, the Disclosing Party shall be entitled to the granting of equitable relief (including without limitation injunctive relief) concerning any threatened or actual breach of any of the provisions of this Agreement. 5. Warranty and Indemnity 5.1 Each Disclosing Party warrants that it has the right to disclose its Confidential Information to the Recipient and to authorize the Recipient to use such Confidential Information for the Purpose. 5.2 Each Recipient shall indemnify and keep fully indemnified the Disclosing Party and its Group at all times against all liabilities, costs (including legal costs on an indemnity basis), expenses, damages and losses (including any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and other reasonable costs and expenses suffered or incurred by the Disclosing Party and/or its Group) arising from any breach of this Agreement by the Recipient and from the actions or omissions of any Representative of the Recipient. 6. Term and Termination 6.1 The obligations of each Party shall, notwithstanding any earlier termination of negotiations or discussions between the Parties in relation to the Purpose, continue for a period of 2 years from the date of this Agreement. 6.2 If either Party decides not to become, or continue to be involved in the Purpose with the other Party it shall notify the other Party in writing immediately. 6.3 Termination of this Agreement shall not affect any accrued rights or remedies to which either Party is entitled. 7 Entire Agreement 7.1 This Agreement constitutes the entire agreement between the Parties and supersedes and extinguishes all previous drafts, agreements, arrangements and understandings between them, whether written or oral, relating to its subject matter. 7.2 Each Party agrees that it shall have no remedies in respect of any representation or warranty (whether made innocently or negligently) that is not set out in this Agreement. Each Party agrees that its only liability in respect of those representations and warranties that are set out in this Agreement (whether made innocently or negligently) shall be for breach of contract. 8. Severance If any provision or part-provision of this Agreement is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this Clause shall not affect the validity and enforceability of the rest of the Agreement. 9. No Waiver 9.1 Failure to exercise, or any delay in exercising, any right or remedy provided under this Agreement or by law shall not constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict any further exercise of that or any other right or remedy. 9.2 No single or partial exercise of any right or remedy provided under this Agreement or by law shall preclude or restrict the further exercise of that or any other right or remedy. 9.3 A Party that waives a right or remedy provided under this Agreement or by law in relation to another Party, or takes or fails to take any action against that Party, does not affect its rights in relation to any other Party. 10. Assignment Except as otherwise provided in this Agreement, no Party may assign, sub-contract or deal in any way with, any of its rights or obligations under this Agreement or any document referred to in it. 11. Notices 11.1 Any notice or other communication required to be given under this Agreement, shall be in writing and shall be delivered personally, or sent by pre-paid first class post or recorded delivery or by commercial courier, to each Party required to receive the notice or communication at its address as set out below: Kenway: Ian D. Kopp, 681 Riverside Drive, Augusta, Maine 04330 Company: _______________________________________________ or as otherwise specified by the relevant Party by notice in writing to each other Party. 11.2 Any notice or other communication shall be deemed to have been duly received: (a) if delivered personally, when left at the address and for the contact referred to in clause 11.1; or (b) if sent by pre-paid first class post or recorded delivery, at 9.00 am on the second Business Day after posting; or (c) if delivered by commercial courier, on the date and at the time that the courier's delivery receipt is signed. 11.3 A notice or other communication required to be given under this Agreement shall not be validly given if sent by e-mail. 12. No Partnership or Agency Nothing in this Agreement is intended to, or shall be deemed to, establish any partnership or joint venture between any of the Parties, constitute any Party the agent of another Party, nor authorize any Party to make or enter into any commitments for or on behalf of any other Party. 13. No Relationship of Employer and Employee Nothing in this Agreement is intended to, or shall be deemed to, establish any relationship of employer and employee between the Parties. 14. Third Party Rights A person who is not a Party to this Agreement shall not have any rights to enforce its terms as though it were a Party to it. 15. Variation Except as set out in this Agreement, no variation of this Agreement, including the introduction of any additional terms and conditions, shall be effective unless it is agreed in writing and signed by both Parties. 16. Governing Law and Jurisdiction This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the state of Delaware, of the United States of America, without regard to conflict of law rules thereof. The Parties irrevocably agree that the Courts of Delaware shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this Agreement or its subject matter or formation (including non-contractual disputes or claims). This Agreement has been entered into on the date stated above by: For and on behalf of Kenway Composites For and on behalf of Company _____________________________ _____________________________ Ian D. Kopp Name President Title

Receiving Party may acquire information similar to Confidential Information from a third party.

Entailment

THIS NON-DISCLOSURE AGREEMENT is made on Xth day of Month, year (the “Agreement”) BY and BETWEEN: (1) CPK Manufacturing LLC dba Kenway Composites, incorporated and registered in Delaware whose office is at 681 Riverside Drive, Augusta, Maine 04330 (“Kenway”); and (2) _______________________ incorporated and registered in ____________________whose registered office is at _________________________________________________________ (the “Company”). Hereinafter, individually referred to as a “Party” and together, as the “Parties” to this Agreement. RECITALS (A) Each Party wishes to disclose to the other Party Confidential Information in relation to the Purpose (as respectively defined below). (B) Each Party wishes to ensure that the other Party maintains the confidentiality of its Confidential Information. (C) In consideration of the benefits to the Parties of the disclosure of the Confidential Information, the Parties have agreed to comply with the following terms in connection with the use and disclosure of Confidential Information. NOW THE PARTIES HEREBY AGREE AS FOLLOWS: 1 Definitions and Interpretation 1.1 The following definitions in this Clause 1 apply in this Agreement as follows: “Business Day” means a day (other than a Saturday, Sunday or public holiday) when banks are open for business. “Confidential Information:” means all confidential information (however recorded, preserved or disclosed) disclosed by a Party or its Representatives to the other Party and that Party's Representatives including but not limited to: the fact that discussions and negotiations are taking place concerning the Purpose and the status of those discussions and negotiations; any information that would be regarded as confidential by a reasonable business person relating to: (a) the business, affairs, customers, clients, suppliers, plans, intentions, or market opportunities of the Disclosing Party or of the Disclosing Party's Group; (b) the operations, processes, product information, know-how, designs, specifications, trade secrets or software of the Disclosing Party or of the Disclosing Party's Group; and (c) any information or analysis derived from Confidential Information; but not including any information: (a) that is or becomes generally available to the public other than as a result of its disclosure by the Recipient or its Representatives in breach of this Agreement or of any other undertaking of confidentiality addressed to the Party to whom the information relates (except that any compilation of otherwise public information in a form not publicly known shall nevertheless be treated as Confidential Information); (b) was available to the Recipient on a non-confidential basis prior to disclosure by the Disclosing Party; (c) was, is or becomes available to the Recipient on a non-confidential basis from a person who, to the Recipient's knowledge, is not bound by a confidentiality agreement with the Disclosing Party or otherwise prohibited from disclosing the information to the Recipient; (d) was lawfully in the possession of the Recipient before the information was disclosed to it by the Disclosing Party; (e) the Parties agree in writing is not confidential or may be disclosed; and/or (f) is developed by or for the Recipient independently of the information disclosed by the Disclosing Party. “Disclosing Party:” means a Party to this Agreement which discloses or makes available directly or indirectly, Confidential Information. “Group”: means, in relation to a company, that company, each and any subsidiary or holding company from time to time of that company and each and any subsidiary from time to time of a holding company of that company. “Holding Company” and “Subsidiary” mean a "holding company" and "subsidiary" of the Recipient or Disclosing Party respectively. “Purpose”: means the exchange of Confidential Information, trade secrets, know-how and samples in order to evaluate and pursue the objective of one or more potential business arrangements with respect to Kenway’s potential to supply the Company with information, products and/or designs that are proprietary to the Company. “Recipient”: means a Party to this Agreement which receives or obtains directly or indirectly Confidential Information. “Representative”: means employees, agents, officers, advisers and other representatives of the Recipient. 1.2 In this Agreement, the following rules of interpretation apply: (a) a person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality); (b) a reference to a party includes its personal representatives, successors or permitted assigns; (c) a reference to a statute or statutory provision is a reference to such statute or statutory provision as amended or re-enacted. A reference to a statute or statutory provision includes any subordinate legislation made under that statute or statutory provision, as amended or re-enacted; (d) any phrase introduced by the terms including, include, in particular or any similar expression shall be construed as illustrative and shall not limit the sense of the words preceding those terms; (e) a reference to writing or written includes faxes; and (f) unless the context otherwise requires, a reference to one gender shall include a reference to the other genders 2. Obligations of Confidentiality 2.1 The Recipient shall keep the Disclosing Party's Confidential Information confidential and, except with the prior written consent of the Disclosing Party, shall: (a) not use or exploit the Confidential Information in any way except for the Purpose; (b) not disclose or make available the Confidential Information in whole or in part to any third party, except as expressly permitted by this Agreement; (c) not copy, reduce to writing or otherwise record the Confidential Information except as strictly necessary for the Purpose (and any such copies, reductions to writing and records shall be the property of the Disclosing Party); (d) keep separate the Confidential Information from all documents and other records of the Recipient; (e) apply the same security measures and degree of care to the Confidential Information as the Recipient applies to its own confidential information, which the Recipient warrants as providing adequate protection from unauthorized disclosure, copying or use; and (f) keep a written record of: any document or other Confidential Information received from the other in tangible form; any copy made of the Confidential Information. 2.2 The Recipient may disclose the Disclosing Party's Confidential Information to those of its Representatives who need to know this Confidential Information for the Purpose, provided that: (a) it informs its Representatives of the confidential nature of the Confidential Information before disclosure; (b) it procures that its Representatives shall, in relation to any Confidential Information disclosed to them, comply with this Agreement as if they were the Recipient and, if the Disclosing Party so requests, procure that any relevant Representative enters into a confidentiality agreement with the Disclosing Party on terms equivalent to those contained in this Agreement; and (c) it keeps a written record of these Representatives; and (d) it shall at all times be liable for the failure of any Representative to comply with the terms of this Agreement. 2.3 A Party may disclose Confidential Information to the extent such Confidential Information is required to be disclosed by law, by any governmental or other regulatory authority (including, without limitation any relevant securities exchange) or by a Court or other authority of competent jurisdiction provided that, to the extent it is legally permitted to do so, it gives the other Party as much notice of this disclosure as possible and, where notice of disclosure is not prohibited and is given in accordance with this Clause 2.3 , it takes into account the reasonable requests of the other Party in relation to the content of this disclosure, to the extent that it is legally permitted to do so. 2.4 The Recipient may, however, provided that the Recipient has reasonable grounds to believe that the Disclosing Party is involved in activity that may constitute a criminal offence under the Bribery Act 2010, disclose Confidential Information to the Serious Fraud Office without first notifying the Disclosing Party of such disclosure. 2.5 The Recipient shall establish and maintain adequate security measures (including any reasonable security measures proposed by the Disclosing party from time to time) to safeguard the Confidential Information from unauthorized access or use. 2.6 No Party shall make, or permit any person to make, any public announcement concerning this Agreement, the Purpose or its prospective interest in the Purpose without the prior written consent of the other Party (such consent not to be unreasonably withheld or delayed) except as required by law or any governmental or regulatory authority (including, without limitation, any relevant securities exchange) or by any Court or other authority of competent jurisdiction. 2.7 No Party shall make use of the other Party's name or any information acquired through its dealings with the other Party for publicity or marketing purposes without the prior written consent of the other Party. 3 Return of Information 3.1 At the request of the Disclosing Party, the Recipient shall: (a) destroy or return to the Disclosing Party all documents and materials (and any copies) containing, reflecting, incorporating, or based on the Disclosing Party's Confidential Information; (b) save in relation to its backup email systems, erase all the Disclosing Party's Confidential Information from its computer systems or which is stored in electronic form; and (c) certify in writing to the Disclosing Party that it has complied with the requirements of this Clause, provided that a Recipient may retain documents and materials containing, reflecting, incorporating, or based on the Disclosing Party's Confidential Information to the extent required by law or any applicable governmental or regulatory authority and to the extent reasonable to permit the Recipient to keep evidence that it has performed its obligations under this Agreement. The provisions of this Agreement shall continue to apply to any documents and materials retained by the Recipient. 3.2 If the Recipient develops or uses a product or a process which, in the reasonable opinion of the Disclosing Party, might have involved the use of any of the Disclosing Party's Confidential Information, the Recipient shall, at the request of the Disclosing Party, supply to the Disclosing Party information reasonably necessary to establish that the Disclosing Party's Confidential Information has not been used or disclosed. 4 Reservation of Rights and Acknowledgement 4.1 All Confidential Information shall remain the property of the Disclosing Party. Each Party reserves all rights in its Confidential Information. No rights, including, but not limited to, intellectual property rights, in respect of a party's Confidential Information are granted to the other Party and no obligations are imposed on the Disclosing Party other than those expressly stated in this Agreement. Any background intellectual property rights subsisting in any information provided by either Party to the other shall remain vested in the Disclosing Party and the Disclosing Party shall grant to the Recipient a non-exclusive, worldwide, royalty free, revocable license to use such background Intellectual Property Rights solely for the period of this Agreement and for the Purpose only. Any foreground intellectual property rights generated by CP in respect of the Purpose shall vest in CP absolutely and the Company shall acquire no interest, right or title in respect of the same. 4.2 Except as expressly stated in this Agreement, no Party makes any express or implied warranty or representation concerning its Confidential Information, or the accuracy or completeness of the Confidential Information. 4.3 The disclosure of Confidential Information by the Disclosing Party shall not form any offer by, or representation or warranty on the part of, the Disclosing Party to enter into any further agreement in relation to the Purpose, or the development or supply of any product or service to which the Confidential Information relates. 4.4 The Recipient acknowledges that damages alone would not be an adequate remedy for the breach of any of the provisions of this Agreement. Accordingly, without prejudice to any other rights and remedies it may have, the Disclosing Party shall be entitled to the granting of equitable relief (including without limitation injunctive relief) concerning any threatened or actual breach of any of the provisions of this Agreement. 5. Warranty and Indemnity 5.1 Each Disclosing Party warrants that it has the right to disclose its Confidential Information to the Recipient and to authorize the Recipient to use such Confidential Information for the Purpose. 5.2 Each Recipient shall indemnify and keep fully indemnified the Disclosing Party and its Group at all times against all liabilities, costs (including legal costs on an indemnity basis), expenses, damages and losses (including any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and other reasonable costs and expenses suffered or incurred by the Disclosing Party and/or its Group) arising from any breach of this Agreement by the Recipient and from the actions or omissions of any Representative of the Recipient. 6. Term and Termination 6.1 The obligations of each Party shall, notwithstanding any earlier termination of negotiations or discussions between the Parties in relation to the Purpose, continue for a period of 2 years from the date of this Agreement. 6.2 If either Party decides not to become, or continue to be involved in the Purpose with the other Party it shall notify the other Party in writing immediately. 6.3 Termination of this Agreement shall not affect any accrued rights or remedies to which either Party is entitled. 7 Entire Agreement 7.1 This Agreement constitutes the entire agreement between the Parties and supersedes and extinguishes all previous drafts, agreements, arrangements and understandings between them, whether written or oral, relating to its subject matter. 7.2 Each Party agrees that it shall have no remedies in respect of any representation or warranty (whether made innocently or negligently) that is not set out in this Agreement. Each Party agrees that its only liability in respect of those representations and warranties that are set out in this Agreement (whether made innocently or negligently) shall be for breach of contract. 8. Severance If any provision or part-provision of this Agreement is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this Clause shall not affect the validity and enforceability of the rest of the Agreement. 9. No Waiver 9.1 Failure to exercise, or any delay in exercising, any right or remedy provided under this Agreement or by law shall not constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict any further exercise of that or any other right or remedy. 9.2 No single or partial exercise of any right or remedy provided under this Agreement or by law shall preclude or restrict the further exercise of that or any other right or remedy. 9.3 A Party that waives a right or remedy provided under this Agreement or by law in relation to another Party, or takes or fails to take any action against that Party, does not affect its rights in relation to any other Party. 10. Assignment Except as otherwise provided in this Agreement, no Party may assign, sub-contract or deal in any way with, any of its rights or obligations under this Agreement or any document referred to in it. 11. Notices 11.1 Any notice or other communication required to be given under this Agreement, shall be in writing and shall be delivered personally, or sent by pre-paid first class post or recorded delivery or by commercial courier, to each Party required to receive the notice or communication at its address as set out below: Kenway: Ian D. Kopp, 681 Riverside Drive, Augusta, Maine 04330 Company: _______________________________________________ or as otherwise specified by the relevant Party by notice in writing to each other Party. 11.2 Any notice or other communication shall be deemed to have been duly received: (a) if delivered personally, when left at the address and for the contact referred to in clause 11.1; or (b) if sent by pre-paid first class post or recorded delivery, at 9.00 am on the second Business Day after posting; or (c) if delivered by commercial courier, on the date and at the time that the courier's delivery receipt is signed. 11.3 A notice or other communication required to be given under this Agreement shall not be validly given if sent by e-mail. 12. No Partnership or Agency Nothing in this Agreement is intended to, or shall be deemed to, establish any partnership or joint venture between any of the Parties, constitute any Party the agent of another Party, nor authorize any Party to make or enter into any commitments for or on behalf of any other Party. 13. No Relationship of Employer and Employee Nothing in this Agreement is intended to, or shall be deemed to, establish any relationship of employer and employee between the Parties. 14. Third Party Rights A person who is not a Party to this Agreement shall not have any rights to enforce its terms as though it were a Party to it. 15. Variation Except as set out in this Agreement, no variation of this Agreement, including the introduction of any additional terms and conditions, shall be effective unless it is agreed in writing and signed by both Parties. 16. Governing Law and Jurisdiction This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the state of Delaware, of the United States of America, without regard to conflict of law rules thereof. The Parties irrevocably agree that the Courts of Delaware shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this Agreement or its subject matter or formation (including non-contractual disputes or claims). This Agreement has been entered into on the date stated above by: For and on behalf of Kenway Composites For and on behalf of Company _____________________________ _____________________________ Ian D. Kopp Name President Title

Receiving Party may share some Confidential Information with some of Receiving Party's employees.

Entailment

THIS NON-DISCLOSURE AGREEMENT is made on Xth day of Month, year (the “Agreement”) BY and BETWEEN: (1) CPK Manufacturing LLC dba Kenway Composites, incorporated and registered in Delaware whose office is at 681 Riverside Drive, Augusta, Maine 04330 (“Kenway”); and (2) _______________________ incorporated and registered in ____________________whose registered office is at _________________________________________________________ (the “Company”). Hereinafter, individually referred to as a “Party” and together, as the “Parties” to this Agreement. RECITALS (A) Each Party wishes to disclose to the other Party Confidential Information in relation to the Purpose (as respectively defined below). (B) Each Party wishes to ensure that the other Party maintains the confidentiality of its Confidential Information. (C) In consideration of the benefits to the Parties of the disclosure of the Confidential Information, the Parties have agreed to comply with the following terms in connection with the use and disclosure of Confidential Information. NOW THE PARTIES HEREBY AGREE AS FOLLOWS: 1 Definitions and Interpretation 1.1 The following definitions in this Clause 1 apply in this Agreement as follows: “Business Day” means a day (other than a Saturday, Sunday or public holiday) when banks are open for business. “Confidential Information:” means all confidential information (however recorded, preserved or disclosed) disclosed by a Party or its Representatives to the other Party and that Party's Representatives including but not limited to: the fact that discussions and negotiations are taking place concerning the Purpose and the status of those discussions and negotiations; any information that would be regarded as confidential by a reasonable business person relating to: (a) the business, affairs, customers, clients, suppliers, plans, intentions, or market opportunities of the Disclosing Party or of the Disclosing Party's Group; (b) the operations, processes, product information, know-how, designs, specifications, trade secrets or software of the Disclosing Party or of the Disclosing Party's Group; and (c) any information or analysis derived from Confidential Information; but not including any information: (a) that is or becomes generally available to the public other than as a result of its disclosure by the Recipient or its Representatives in breach of this Agreement or of any other undertaking of confidentiality addressed to the Party to whom the information relates (except that any compilation of otherwise public information in a form not publicly known shall nevertheless be treated as Confidential Information); (b) was available to the Recipient on a non-confidential basis prior to disclosure by the Disclosing Party; (c) was, is or becomes available to the Recipient on a non-confidential basis from a person who, to the Recipient's knowledge, is not bound by a confidentiality agreement with the Disclosing Party or otherwise prohibited from disclosing the information to the Recipient; (d) was lawfully in the possession of the Recipient before the information was disclosed to it by the Disclosing Party; (e) the Parties agree in writing is not confidential or may be disclosed; and/or (f) is developed by or for the Recipient independently of the information disclosed by the Disclosing Party. “Disclosing Party:” means a Party to this Agreement which discloses or makes available directly or indirectly, Confidential Information. “Group”: means, in relation to a company, that company, each and any subsidiary or holding company from time to time of that company and each and any subsidiary from time to time of a holding company of that company. “Holding Company” and “Subsidiary” mean a "holding company" and "subsidiary" of the Recipient or Disclosing Party respectively. “Purpose”: means the exchange of Confidential Information, trade secrets, know-how and samples in order to evaluate and pursue the objective of one or more potential business arrangements with respect to Kenway’s potential to supply the Company with information, products and/or designs that are proprietary to the Company. “Recipient”: means a Party to this Agreement which receives or obtains directly or indirectly Confidential Information. “Representative”: means employees, agents, officers, advisers and other representatives of the Recipient. 1.2 In this Agreement, the following rules of interpretation apply: (a) a person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality); (b) a reference to a party includes its personal representatives, successors or permitted assigns; (c) a reference to a statute or statutory provision is a reference to such statute or statutory provision as amended or re-enacted. A reference to a statute or statutory provision includes any subordinate legislation made under that statute or statutory provision, as amended or re-enacted; (d) any phrase introduced by the terms including, include, in particular or any similar expression shall be construed as illustrative and shall not limit the sense of the words preceding those terms; (e) a reference to writing or written includes faxes; and (f) unless the context otherwise requires, a reference to one gender shall include a reference to the other genders 2. Obligations of Confidentiality 2.1 The Recipient shall keep the Disclosing Party's Confidential Information confidential and, except with the prior written consent of the Disclosing Party, shall: (a) not use or exploit the Confidential Information in any way except for the Purpose; (b) not disclose or make available the Confidential Information in whole or in part to any third party, except as expressly permitted by this Agreement; (c) not copy, reduce to writing or otherwise record the Confidential Information except as strictly necessary for the Purpose (and any such copies, reductions to writing and records shall be the property of the Disclosing Party); (d) keep separate the Confidential Information from all documents and other records of the Recipient; (e) apply the same security measures and degree of care to the Confidential Information as the Recipient applies to its own confidential information, which the Recipient warrants as providing adequate protection from unauthorized disclosure, copying or use; and (f) keep a written record of: any document or other Confidential Information received from the other in tangible form; any copy made of the Confidential Information. 2.2 The Recipient may disclose the Disclosing Party's Confidential Information to those of its Representatives who need to know this Confidential Information for the Purpose, provided that: (a) it informs its Representatives of the confidential nature of the Confidential Information before disclosure; (b) it procures that its Representatives shall, in relation to any Confidential Information disclosed to them, comply with this Agreement as if they were the Recipient and, if the Disclosing Party so requests, procure that any relevant Representative enters into a confidentiality agreement with the Disclosing Party on terms equivalent to those contained in this Agreement; and (c) it keeps a written record of these Representatives; and (d) it shall at all times be liable for the failure of any Representative to comply with the terms of this Agreement. 2.3 A Party may disclose Confidential Information to the extent such Confidential Information is required to be disclosed by law, by any governmental or other regulatory authority (including, without limitation any relevant securities exchange) or by a Court or other authority of competent jurisdiction provided that, to the extent it is legally permitted to do so, it gives the other Party as much notice of this disclosure as possible and, where notice of disclosure is not prohibited and is given in accordance with this Clause 2.3 , it takes into account the reasonable requests of the other Party in relation to the content of this disclosure, to the extent that it is legally permitted to do so. 2.4 The Recipient may, however, provided that the Recipient has reasonable grounds to believe that the Disclosing Party is involved in activity that may constitute a criminal offence under the Bribery Act 2010, disclose Confidential Information to the Serious Fraud Office without first notifying the Disclosing Party of such disclosure. 2.5 The Recipient shall establish and maintain adequate security measures (including any reasonable security measures proposed by the Disclosing party from time to time) to safeguard the Confidential Information from unauthorized access or use. 2.6 No Party shall make, or permit any person to make, any public announcement concerning this Agreement, the Purpose or its prospective interest in the Purpose without the prior written consent of the other Party (such consent not to be unreasonably withheld or delayed) except as required by law or any governmental or regulatory authority (including, without limitation, any relevant securities exchange) or by any Court or other authority of competent jurisdiction. 2.7 No Party shall make use of the other Party's name or any information acquired through its dealings with the other Party for publicity or marketing purposes without the prior written consent of the other Party. 3 Return of Information 3.1 At the request of the Disclosing Party, the Recipient shall: (a) destroy or return to the Disclosing Party all documents and materials (and any copies) containing, reflecting, incorporating, or based on the Disclosing Party's Confidential Information; (b) save in relation to its backup email systems, erase all the Disclosing Party's Confidential Information from its computer systems or which is stored in electronic form; and (c) certify in writing to the Disclosing Party that it has complied with the requirements of this Clause, provided that a Recipient may retain documents and materials containing, reflecting, incorporating, or based on the Disclosing Party's Confidential Information to the extent required by law or any applicable governmental or regulatory authority and to the extent reasonable to permit the Recipient to keep evidence that it has performed its obligations under this Agreement. The provisions of this Agreement shall continue to apply to any documents and materials retained by the Recipient. 3.2 If the Recipient develops or uses a product or a process which, in the reasonable opinion of the Disclosing Party, might have involved the use of any of the Disclosing Party's Confidential Information, the Recipient shall, at the request of the Disclosing Party, supply to the Disclosing Party information reasonably necessary to establish that the Disclosing Party's Confidential Information has not been used or disclosed. 4 Reservation of Rights and Acknowledgement 4.1 All Confidential Information shall remain the property of the Disclosing Party. Each Party reserves all rights in its Confidential Information. No rights, including, but not limited to, intellectual property rights, in respect of a party's Confidential Information are granted to the other Party and no obligations are imposed on the Disclosing Party other than those expressly stated in this Agreement. Any background intellectual property rights subsisting in any information provided by either Party to the other shall remain vested in the Disclosing Party and the Disclosing Party shall grant to the Recipient a non-exclusive, worldwide, royalty free, revocable license to use such background Intellectual Property Rights solely for the period of this Agreement and for the Purpose only. Any foreground intellectual property rights generated by CP in respect of the Purpose shall vest in CP absolutely and the Company shall acquire no interest, right or title in respect of the same. 4.2 Except as expressly stated in this Agreement, no Party makes any express or implied warranty or representation concerning its Confidential Information, or the accuracy or completeness of the Confidential Information. 4.3 The disclosure of Confidential Information by the Disclosing Party shall not form any offer by, or representation or warranty on the part of, the Disclosing Party to enter into any further agreement in relation to the Purpose, or the development or supply of any product or service to which the Confidential Information relates. 4.4 The Recipient acknowledges that damages alone would not be an adequate remedy for the breach of any of the provisions of this Agreement. Accordingly, without prejudice to any other rights and remedies it may have, the Disclosing Party shall be entitled to the granting of equitable relief (including without limitation injunctive relief) concerning any threatened or actual breach of any of the provisions of this Agreement. 5. Warranty and Indemnity 5.1 Each Disclosing Party warrants that it has the right to disclose its Confidential Information to the Recipient and to authorize the Recipient to use such Confidential Information for the Purpose. 5.2 Each Recipient shall indemnify and keep fully indemnified the Disclosing Party and its Group at all times against all liabilities, costs (including legal costs on an indemnity basis), expenses, damages and losses (including any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and other reasonable costs and expenses suffered or incurred by the Disclosing Party and/or its Group) arising from any breach of this Agreement by the Recipient and from the actions or omissions of any Representative of the Recipient. 6. Term and Termination 6.1 The obligations of each Party shall, notwithstanding any earlier termination of negotiations or discussions between the Parties in relation to the Purpose, continue for a period of 2 years from the date of this Agreement. 6.2 If either Party decides not to become, or continue to be involved in the Purpose with the other Party it shall notify the other Party in writing immediately. 6.3 Termination of this Agreement shall not affect any accrued rights or remedies to which either Party is entitled. 7 Entire Agreement 7.1 This Agreement constitutes the entire agreement between the Parties and supersedes and extinguishes all previous drafts, agreements, arrangements and understandings between them, whether written or oral, relating to its subject matter. 7.2 Each Party agrees that it shall have no remedies in respect of any representation or warranty (whether made innocently or negligently) that is not set out in this Agreement. Each Party agrees that its only liability in respect of those representations and warranties that are set out in this Agreement (whether made innocently or negligently) shall be for breach of contract. 8. Severance If any provision or part-provision of this Agreement is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this Clause shall not affect the validity and enforceability of the rest of the Agreement. 9. No Waiver 9.1 Failure to exercise, or any delay in exercising, any right or remedy provided under this Agreement or by law shall not constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict any further exercise of that or any other right or remedy. 9.2 No single or partial exercise of any right or remedy provided under this Agreement or by law shall preclude or restrict the further exercise of that or any other right or remedy. 9.3 A Party that waives a right or remedy provided under this Agreement or by law in relation to another Party, or takes or fails to take any action against that Party, does not affect its rights in relation to any other Party. 10. Assignment Except as otherwise provided in this Agreement, no Party may assign, sub-contract or deal in any way with, any of its rights or obligations under this Agreement or any document referred to in it. 11. Notices 11.1 Any notice or other communication required to be given under this Agreement, shall be in writing and shall be delivered personally, or sent by pre-paid first class post or recorded delivery or by commercial courier, to each Party required to receive the notice or communication at its address as set out below: Kenway: Ian D. Kopp, 681 Riverside Drive, Augusta, Maine 04330 Company: _______________________________________________ or as otherwise specified by the relevant Party by notice in writing to each other Party. 11.2 Any notice or other communication shall be deemed to have been duly received: (a) if delivered personally, when left at the address and for the contact referred to in clause 11.1; or (b) if sent by pre-paid first class post or recorded delivery, at 9.00 am on the second Business Day after posting; or (c) if delivered by commercial courier, on the date and at the time that the courier's delivery receipt is signed. 11.3 A notice or other communication required to be given under this Agreement shall not be validly given if sent by e-mail. 12. No Partnership or Agency Nothing in this Agreement is intended to, or shall be deemed to, establish any partnership or joint venture between any of the Parties, constitute any Party the agent of another Party, nor authorize any Party to make or enter into any commitments for or on behalf of any other Party. 13. No Relationship of Employer and Employee Nothing in this Agreement is intended to, or shall be deemed to, establish any relationship of employer and employee between the Parties. 14. Third Party Rights A person who is not a Party to this Agreement shall not have any rights to enforce its terms as though it were a Party to it. 15. Variation Except as set out in this Agreement, no variation of this Agreement, including the introduction of any additional terms and conditions, shall be effective unless it is agreed in writing and signed by both Parties. 16. Governing Law and Jurisdiction This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the state of Delaware, of the United States of America, without regard to conflict of law rules thereof. The Parties irrevocably agree that the Courts of Delaware shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this Agreement or its subject matter or formation (including non-contractual disputes or claims). This Agreement has been entered into on the date stated above by: For and on behalf of Kenway Composites For and on behalf of Company _____________________________ _____________________________ Ian D. Kopp Name President Title

Receiving Party shall not use any Confidential Information for any purpose other than the purposes stated in Agreement.

Entailment

CONFIDENTIALITY AND NON-DISCLOSURE AGREEMENT THIS AGREEMENT dated the ___ day of _________________. BETWEEN: _________________________________ _________________________________ _________________________________ _________________________________ OF THE FIRST PART AND: KERBER APPLIED RESEARCH INC. 53 Isaac Brock Drive, Stoney Creek, Ontario Canada L8J 2P1 OF THE SECOND PART WHEREAS: A. The parties contemplate entering into business and technical discussions concerning both current and planned products; and B. It may be necessary or desirable for each party to disclose to the other party certain confidential or proprietary technical information in order to enable discussions to freely take place between them concerning the subject matter mentioned above. NOW THEREFORE in consideration of the premises, covenants and agreements herein set forth, the parties agree as follows: 1. For the purpose of this Agreement, “Confidential Information” means information, technical or commercial, whether in visual or machine readable form, received by one party from the other which is marked “Confidential” or “Proprietary”, or which would logically be considered confidential or proprietary in view of its relationship to the whole disclosure. Information initially furnished orally and identified by the disclosing party as confidential or proprietary at the time of disclosure will be confirmed by the disclosing party as Confidential Information in writing within thirty (30) days. 2. The receiving party will not use, manufacture or sell any document, schematic, drawing, photograph, specification, specimen or any other material making up any part of the Confidential Information, or use any Confidential Information as a basis for the design or creation of any items or other means without the prior written consent of the disclosing party. 3. For a period of five (5) years from the date of receiving it, all Confidential Information will be maintained in confidence by the receiving party, will not be disclosed to any third party or to any persons employed in its business other than those having a need to know for the purposes set forth above, and will be protected with the same degree of care as the receiving party normally uses in the protection of its own confidential and proprietary information, but in no case with any less degree than reasonable care. Each party further agrees not to use any Confidential Information received from the other party except for the purposes set forth above. 4. The restrictions above will not apply to Confidential Information which: (a) Is known by the receiving party at the time of receipt; (b) Is or becomes a part of the public domain without a breach of this Agreement by the receiving party; (c) The receiving party obtains from a third party under conditions permitting its disclosure to others; (d) Is independently developed by the receiving party; or (e) Is disclosed pursuant to judicial action or government regulations, provided that the receiving party notifies the furnishing party prior to such disclosure and co-operates with the furnishing party in the event the furnishing party elects to legally contest and avoid such disclosure. 5. The furnishing of Confidential Information pursuant to this Agreement shall not be construed as granting or conferring, either expressly or implicitly, any rights, licences or relationships. 6. Each party shall retain all rights of ownership over all intellectual property associated with the above referenced subject matter, including the rights of ownership of patents, trademarks and copyrights. All tangible information including, without limitation, documents, schematics, drawings, photographs, specifications, specimens or any other information submitted by either party to the other, will remain the property of the furnishing party. If either party elects not to pursue any further business undertaking, each party will promptly return upon request all tangible information including any and all copies thereof relating to all Confidential Information. Neither party shall not, and it shall ensure that any of its affiliates do not, for a period of five years from the date of this Agreement, without the prior written consent of the other party, induce any employee employed by the other party to leave such employ or offer to employ or employ such employee. This Agreement shall be governed by and interpreted in accordance with the laws of the Province of Ontario. Failure to enforce any provision of this Agreement shall not constitute a waiver of any term hereof. IN WITNESS WHEREOF the parties have executed this Agreement as of the day and year first above written. Company: _____________________________________ Per: _________________________________________ Name: Title: and Per: ____________________________________ Tom Kerber

Receiving Party shall not reverse engineer any objects which embody Disclosing Party's Confidential Information.

NotMentioned

CONFIDENTIALITY AND NON-DISCLOSURE AGREEMENT THIS AGREEMENT dated the ___ day of _________________. BETWEEN: _________________________________ _________________________________ _________________________________ _________________________________ OF THE FIRST PART AND: KERBER APPLIED RESEARCH INC. 53 Isaac Brock Drive, Stoney Creek, Ontario Canada L8J 2P1 OF THE SECOND PART WHEREAS: A. The parties contemplate entering into business and technical discussions concerning both current and planned products; and B. It may be necessary or desirable for each party to disclose to the other party certain confidential or proprietary technical information in order to enable discussions to freely take place between them concerning the subject matter mentioned above. NOW THEREFORE in consideration of the premises, covenants and agreements herein set forth, the parties agree as follows: 1. For the purpose of this Agreement, “Confidential Information” means information, technical or commercial, whether in visual or machine readable form, received by one party from the other which is marked “Confidential” or “Proprietary”, or which would logically be considered confidential or proprietary in view of its relationship to the whole disclosure. Information initially furnished orally and identified by the disclosing party as confidential or proprietary at the time of disclosure will be confirmed by the disclosing party as Confidential Information in writing within thirty (30) days. 2. The receiving party will not use, manufacture or sell any document, schematic, drawing, photograph, specification, specimen or any other material making up any part of the Confidential Information, or use any Confidential Information as a basis for the design or creation of any items or other means without the prior written consent of the disclosing party. 3. For a period of five (5) years from the date of receiving it, all Confidential Information will be maintained in confidence by the receiving party, will not be disclosed to any third party or to any persons employed in its business other than those having a need to know for the purposes set forth above, and will be protected with the same degree of care as the receiving party normally uses in the protection of its own confidential and proprietary information, but in no case with any less degree than reasonable care. Each party further agrees not to use any Confidential Information received from the other party except for the purposes set forth above. 4. The restrictions above will not apply to Confidential Information which: (a) Is known by the receiving party at the time of receipt; (b) Is or becomes a part of the public domain without a breach of this Agreement by the receiving party; (c) The receiving party obtains from a third party under conditions permitting its disclosure to others; (d) Is independently developed by the receiving party; or (e) Is disclosed pursuant to judicial action or government regulations, provided that the receiving party notifies the furnishing party prior to such disclosure and co-operates with the furnishing party in the event the furnishing party elects to legally contest and avoid such disclosure. 5. The furnishing of Confidential Information pursuant to this Agreement shall not be construed as granting or conferring, either expressly or implicitly, any rights, licences or relationships. 6. Each party shall retain all rights of ownership over all intellectual property associated with the above referenced subject matter, including the rights of ownership of patents, trademarks and copyrights. All tangible information including, without limitation, documents, schematics, drawings, photographs, specifications, specimens or any other information submitted by either party to the other, will remain the property of the furnishing party. If either party elects not to pursue any further business undertaking, each party will promptly return upon request all tangible information including any and all copies thereof relating to all Confidential Information. Neither party shall not, and it shall ensure that any of its affiliates do not, for a period of five years from the date of this Agreement, without the prior written consent of the other party, induce any employee employed by the other party to leave such employ or offer to employ or employ such employee. This Agreement shall be governed by and interpreted in accordance with the laws of the Province of Ontario. Failure to enforce any provision of this Agreement shall not constitute a waiver of any term hereof. IN WITNESS WHEREOF the parties have executed this Agreement as of the day and year first above written. Company: _____________________________________ Per: _________________________________________ Name: Title: and Per: ____________________________________ Tom Kerber

Receiving Party shall destroy or return some Confidential Information upon the termination of Agreement.

Entailment

CONFIDENTIALITY AND NON-DISCLOSURE AGREEMENT THIS AGREEMENT dated the ___ day of _________________. BETWEEN: _________________________________ _________________________________ _________________________________ _________________________________ OF THE FIRST PART AND: KERBER APPLIED RESEARCH INC. 53 Isaac Brock Drive, Stoney Creek, Ontario Canada L8J 2P1 OF THE SECOND PART WHEREAS: A. The parties contemplate entering into business and technical discussions concerning both current and planned products; and B. It may be necessary or desirable for each party to disclose to the other party certain confidential or proprietary technical information in order to enable discussions to freely take place between them concerning the subject matter mentioned above. NOW THEREFORE in consideration of the premises, covenants and agreements herein set forth, the parties agree as follows: 1. For the purpose of this Agreement, “Confidential Information” means information, technical or commercial, whether in visual or machine readable form, received by one party from the other which is marked “Confidential” or “Proprietary”, or which would logically be considered confidential or proprietary in view of its relationship to the whole disclosure. Information initially furnished orally and identified by the disclosing party as confidential or proprietary at the time of disclosure will be confirmed by the disclosing party as Confidential Information in writing within thirty (30) days. 2. The receiving party will not use, manufacture or sell any document, schematic, drawing, photograph, specification, specimen or any other material making up any part of the Confidential Information, or use any Confidential Information as a basis for the design or creation of any items or other means without the prior written consent of the disclosing party. 3. For a period of five (5) years from the date of receiving it, all Confidential Information will be maintained in confidence by the receiving party, will not be disclosed to any third party or to any persons employed in its business other than those having a need to know for the purposes set forth above, and will be protected with the same degree of care as the receiving party normally uses in the protection of its own confidential and proprietary information, but in no case with any less degree than reasonable care. Each party further agrees not to use any Confidential Information received from the other party except for the purposes set forth above. 4. The restrictions above will not apply to Confidential Information which: (a) Is known by the receiving party at the time of receipt; (b) Is or becomes a part of the public domain without a breach of this Agreement by the receiving party; (c) The receiving party obtains from a third party under conditions permitting its disclosure to others; (d) Is independently developed by the receiving party; or (e) Is disclosed pursuant to judicial action or government regulations, provided that the receiving party notifies the furnishing party prior to such disclosure and co-operates with the furnishing party in the event the furnishing party elects to legally contest and avoid such disclosure. 5. The furnishing of Confidential Information pursuant to this Agreement shall not be construed as granting or conferring, either expressly or implicitly, any rights, licences or relationships. 6. Each party shall retain all rights of ownership over all intellectual property associated with the above referenced subject matter, including the rights of ownership of patents, trademarks and copyrights. All tangible information including, without limitation, documents, schematics, drawings, photographs, specifications, specimens or any other information submitted by either party to the other, will remain the property of the furnishing party. If either party elects not to pursue any further business undertaking, each party will promptly return upon request all tangible information including any and all copies thereof relating to all Confidential Information. Neither party shall not, and it shall ensure that any of its affiliates do not, for a period of five years from the date of this Agreement, without the prior written consent of the other party, induce any employee employed by the other party to leave such employ or offer to employ or employ such employee. This Agreement shall be governed by and interpreted in accordance with the laws of the Province of Ontario. Failure to enforce any provision of this Agreement shall not constitute a waiver of any term hereof. IN WITNESS WHEREOF the parties have executed this Agreement as of the day and year first above written. Company: _____________________________________ Per: _________________________________________ Name: Title: and Per: ____________________________________ Tom Kerber

Agreement shall not grant Receiving Party any right to Confidential Information.

Entailment

CONFIDENTIALITY AND NON-DISCLOSURE AGREEMENT THIS AGREEMENT dated the ___ day of _________________. BETWEEN: _________________________________ _________________________________ _________________________________ _________________________________ OF THE FIRST PART AND: KERBER APPLIED RESEARCH INC. 53 Isaac Brock Drive, Stoney Creek, Ontario Canada L8J 2P1 OF THE SECOND PART WHEREAS: A. The parties contemplate entering into business and technical discussions concerning both current and planned products; and B. It may be necessary or desirable for each party to disclose to the other party certain confidential or proprietary technical information in order to enable discussions to freely take place between them concerning the subject matter mentioned above. NOW THEREFORE in consideration of the premises, covenants and agreements herein set forth, the parties agree as follows: 1. For the purpose of this Agreement, “Confidential Information” means information, technical or commercial, whether in visual or machine readable form, received by one party from the other which is marked “Confidential” or “Proprietary”, or which would logically be considered confidential or proprietary in view of its relationship to the whole disclosure. Information initially furnished orally and identified by the disclosing party as confidential or proprietary at the time of disclosure will be confirmed by the disclosing party as Confidential Information in writing within thirty (30) days. 2. The receiving party will not use, manufacture or sell any document, schematic, drawing, photograph, specification, specimen or any other material making up any part of the Confidential Information, or use any Confidential Information as a basis for the design or creation of any items or other means without the prior written consent of the disclosing party. 3. For a period of five (5) years from the date of receiving it, all Confidential Information will be maintained in confidence by the receiving party, will not be disclosed to any third party or to any persons employed in its business other than those having a need to know for the purposes set forth above, and will be protected with the same degree of care as the receiving party normally uses in the protection of its own confidential and proprietary information, but in no case with any less degree than reasonable care. Each party further agrees not to use any Confidential Information received from the other party except for the purposes set forth above. 4. The restrictions above will not apply to Confidential Information which: (a) Is known by the receiving party at the time of receipt; (b) Is or becomes a part of the public domain without a breach of this Agreement by the receiving party; (c) The receiving party obtains from a third party under conditions permitting its disclosure to others; (d) Is independently developed by the receiving party; or (e) Is disclosed pursuant to judicial action or government regulations, provided that the receiving party notifies the furnishing party prior to such disclosure and co-operates with the furnishing party in the event the furnishing party elects to legally contest and avoid such disclosure. 5. The furnishing of Confidential Information pursuant to this Agreement shall not be construed as granting or conferring, either expressly or implicitly, any rights, licences or relationships. 6. Each party shall retain all rights of ownership over all intellectual property associated with the above referenced subject matter, including the rights of ownership of patents, trademarks and copyrights. All tangible information including, without limitation, documents, schematics, drawings, photographs, specifications, specimens or any other information submitted by either party to the other, will remain the property of the furnishing party. If either party elects not to pursue any further business undertaking, each party will promptly return upon request all tangible information including any and all copies thereof relating to all Confidential Information. Neither party shall not, and it shall ensure that any of its affiliates do not, for a period of five years from the date of this Agreement, without the prior written consent of the other party, induce any employee employed by the other party to leave such employ or offer to employ or employ such employee. This Agreement shall be governed by and interpreted in accordance with the laws of the Province of Ontario. Failure to enforce any provision of this Agreement shall not constitute a waiver of any term hereof. IN WITNESS WHEREOF the parties have executed this Agreement as of the day and year first above written. Company: _____________________________________ Per: _________________________________________ Name: Title: and Per: ____________________________________ Tom Kerber

Receiving Party shall not disclose the fact that Agreement was agreed or negotiated.

NotMentioned

CONFIDENTIALITY AND NON-DISCLOSURE AGREEMENT THIS AGREEMENT dated the ___ day of _________________. BETWEEN: _________________________________ _________________________________ _________________________________ _________________________________ OF THE FIRST PART AND: KERBER APPLIED RESEARCH INC. 53 Isaac Brock Drive, Stoney Creek, Ontario Canada L8J 2P1 OF THE SECOND PART WHEREAS: A. The parties contemplate entering into business and technical discussions concerning both current and planned products; and B. It may be necessary or desirable for each party to disclose to the other party certain confidential or proprietary technical information in order to enable discussions to freely take place between them concerning the subject matter mentioned above. NOW THEREFORE in consideration of the premises, covenants and agreements herein set forth, the parties agree as follows: 1. For the purpose of this Agreement, “Confidential Information” means information, technical or commercial, whether in visual or machine readable form, received by one party from the other which is marked “Confidential” or “Proprietary”, or which would logically be considered confidential or proprietary in view of its relationship to the whole disclosure. Information initially furnished orally and identified by the disclosing party as confidential or proprietary at the time of disclosure will be confirmed by the disclosing party as Confidential Information in writing within thirty (30) days. 2. The receiving party will not use, manufacture or sell any document, schematic, drawing, photograph, specification, specimen or any other material making up any part of the Confidential Information, or use any Confidential Information as a basis for the design or creation of any items or other means without the prior written consent of the disclosing party. 3. For a period of five (5) years from the date of receiving it, all Confidential Information will be maintained in confidence by the receiving party, will not be disclosed to any third party or to any persons employed in its business other than those having a need to know for the purposes set forth above, and will be protected with the same degree of care as the receiving party normally uses in the protection of its own confidential and proprietary information, but in no case with any less degree than reasonable care. Each party further agrees not to use any Confidential Information received from the other party except for the purposes set forth above. 4. The restrictions above will not apply to Confidential Information which: (a) Is known by the receiving party at the time of receipt; (b) Is or becomes a part of the public domain without a breach of this Agreement by the receiving party; (c) The receiving party obtains from a third party under conditions permitting its disclosure to others; (d) Is independently developed by the receiving party; or (e) Is disclosed pursuant to judicial action or government regulations, provided that the receiving party notifies the furnishing party prior to such disclosure and co-operates with the furnishing party in the event the furnishing party elects to legally contest and avoid such disclosure. 5. The furnishing of Confidential Information pursuant to this Agreement shall not be construed as granting or conferring, either expressly or implicitly, any rights, licences or relationships. 6. Each party shall retain all rights of ownership over all intellectual property associated with the above referenced subject matter, including the rights of ownership of patents, trademarks and copyrights. All tangible information including, without limitation, documents, schematics, drawings, photographs, specifications, specimens or any other information submitted by either party to the other, will remain the property of the furnishing party. If either party elects not to pursue any further business undertaking, each party will promptly return upon request all tangible information including any and all copies thereof relating to all Confidential Information. Neither party shall not, and it shall ensure that any of its affiliates do not, for a period of five years from the date of this Agreement, without the prior written consent of the other party, induce any employee employed by the other party to leave such employ or offer to employ or employ such employee. This Agreement shall be governed by and interpreted in accordance with the laws of the Province of Ontario. Failure to enforce any provision of this Agreement shall not constitute a waiver of any term hereof. IN WITNESS WHEREOF the parties have executed this Agreement as of the day and year first above written. Company: _____________________________________ Per: _________________________________________ Name: Title: and Per: ____________________________________ Tom Kerber

Confidential Information shall only include technical information.

Contradiction

CONFIDENTIALITY AND NON-DISCLOSURE AGREEMENT THIS AGREEMENT dated the ___ day of _________________. BETWEEN: _________________________________ _________________________________ _________________________________ _________________________________ OF THE FIRST PART AND: KERBER APPLIED RESEARCH INC. 53 Isaac Brock Drive, Stoney Creek, Ontario Canada L8J 2P1 OF THE SECOND PART WHEREAS: A. The parties contemplate entering into business and technical discussions concerning both current and planned products; and B. It may be necessary or desirable for each party to disclose to the other party certain confidential or proprietary technical information in order to enable discussions to freely take place between them concerning the subject matter mentioned above. NOW THEREFORE in consideration of the premises, covenants and agreements herein set forth, the parties agree as follows: 1. For the purpose of this Agreement, “Confidential Information” means information, technical or commercial, whether in visual or machine readable form, received by one party from the other which is marked “Confidential” or “Proprietary”, or which would logically be considered confidential or proprietary in view of its relationship to the whole disclosure. Information initially furnished orally and identified by the disclosing party as confidential or proprietary at the time of disclosure will be confirmed by the disclosing party as Confidential Information in writing within thirty (30) days. 2. The receiving party will not use, manufacture or sell any document, schematic, drawing, photograph, specification, specimen or any other material making up any part of the Confidential Information, or use any Confidential Information as a basis for the design or creation of any items or other means without the prior written consent of the disclosing party. 3. For a period of five (5) years from the date of receiving it, all Confidential Information will be maintained in confidence by the receiving party, will not be disclosed to any third party or to any persons employed in its business other than those having a need to know for the purposes set forth above, and will be protected with the same degree of care as the receiving party normally uses in the protection of its own confidential and proprietary information, but in no case with any less degree than reasonable care. Each party further agrees not to use any Confidential Information received from the other party except for the purposes set forth above. 4. The restrictions above will not apply to Confidential Information which: (a) Is known by the receiving party at the time of receipt; (b) Is or becomes a part of the public domain without a breach of this Agreement by the receiving party; (c) The receiving party obtains from a third party under conditions permitting its disclosure to others; (d) Is independently developed by the receiving party; or (e) Is disclosed pursuant to judicial action or government regulations, provided that the receiving party notifies the furnishing party prior to such disclosure and co-operates with the furnishing party in the event the furnishing party elects to legally contest and avoid such disclosure. 5. The furnishing of Confidential Information pursuant to this Agreement shall not be construed as granting or conferring, either expressly or implicitly, any rights, licences or relationships. 6. Each party shall retain all rights of ownership over all intellectual property associated with the above referenced subject matter, including the rights of ownership of patents, trademarks and copyrights. All tangible information including, without limitation, documents, schematics, drawings, photographs, specifications, specimens or any other information submitted by either party to the other, will remain the property of the furnishing party. If either party elects not to pursue any further business undertaking, each party will promptly return upon request all tangible information including any and all copies thereof relating to all Confidential Information. Neither party shall not, and it shall ensure that any of its affiliates do not, for a period of five years from the date of this Agreement, without the prior written consent of the other party, induce any employee employed by the other party to leave such employ or offer to employ or employ such employee. This Agreement shall be governed by and interpreted in accordance with the laws of the Province of Ontario. Failure to enforce any provision of this Agreement shall not constitute a waiver of any term hereof. IN WITNESS WHEREOF the parties have executed this Agreement as of the day and year first above written. Company: _____________________________________ Per: _________________________________________ Name: Title: and Per: ____________________________________ Tom Kerber

All Confidential Information shall be expressly identified by the Disclosing Party.

Contradiction

CONFIDENTIALITY AND NON-DISCLOSURE AGREEMENT THIS AGREEMENT dated the ___ day of _________________. BETWEEN: _________________________________ _________________________________ _________________________________ _________________________________ OF THE FIRST PART AND: KERBER APPLIED RESEARCH INC. 53 Isaac Brock Drive, Stoney Creek, Ontario Canada L8J 2P1 OF THE SECOND PART WHEREAS: A. The parties contemplate entering into business and technical discussions concerning both current and planned products; and B. It may be necessary or desirable for each party to disclose to the other party certain confidential or proprietary technical information in order to enable discussions to freely take place between them concerning the subject matter mentioned above. NOW THEREFORE in consideration of the premises, covenants and agreements herein set forth, the parties agree as follows: 1. For the purpose of this Agreement, “Confidential Information” means information, technical or commercial, whether in visual or machine readable form, received by one party from the other which is marked “Confidential” or “Proprietary”, or which would logically be considered confidential or proprietary in view of its relationship to the whole disclosure. Information initially furnished orally and identified by the disclosing party as confidential or proprietary at the time of disclosure will be confirmed by the disclosing party as Confidential Information in writing within thirty (30) days. 2. The receiving party will not use, manufacture or sell any document, schematic, drawing, photograph, specification, specimen or any other material making up any part of the Confidential Information, or use any Confidential Information as a basis for the design or creation of any items or other means without the prior written consent of the disclosing party. 3. For a period of five (5) years from the date of receiving it, all Confidential Information will be maintained in confidence by the receiving party, will not be disclosed to any third party or to any persons employed in its business other than those having a need to know for the purposes set forth above, and will be protected with the same degree of care as the receiving party normally uses in the protection of its own confidential and proprietary information, but in no case with any less degree than reasonable care. Each party further agrees not to use any Confidential Information received from the other party except for the purposes set forth above. 4. The restrictions above will not apply to Confidential Information which: (a) Is known by the receiving party at the time of receipt; (b) Is or becomes a part of the public domain without a breach of this Agreement by the receiving party; (c) The receiving party obtains from a third party under conditions permitting its disclosure to others; (d) Is independently developed by the receiving party; or (e) Is disclosed pursuant to judicial action or government regulations, provided that the receiving party notifies the furnishing party prior to such disclosure and co-operates with the furnishing party in the event the furnishing party elects to legally contest and avoid such disclosure. 5. The furnishing of Confidential Information pursuant to this Agreement shall not be construed as granting or conferring, either expressly or implicitly, any rights, licences or relationships. 6. Each party shall retain all rights of ownership over all intellectual property associated with the above referenced subject matter, including the rights of ownership of patents, trademarks and copyrights. All tangible information including, without limitation, documents, schematics, drawings, photographs, specifications, specimens or any other information submitted by either party to the other, will remain the property of the furnishing party. If either party elects not to pursue any further business undertaking, each party will promptly return upon request all tangible information including any and all copies thereof relating to all Confidential Information. Neither party shall not, and it shall ensure that any of its affiliates do not, for a period of five years from the date of this Agreement, without the prior written consent of the other party, induce any employee employed by the other party to leave such employ or offer to employ or employ such employee. This Agreement shall be governed by and interpreted in accordance with the laws of the Province of Ontario. Failure to enforce any provision of this Agreement shall not constitute a waiver of any term hereof. IN WITNESS WHEREOF the parties have executed this Agreement as of the day and year first above written. Company: _____________________________________ Per: _________________________________________ Name: Title: and Per: ____________________________________ Tom Kerber

Some obligations of Agreement may survive termination of Agreement.

NotMentioned

CONFIDENTIALITY AND NON-DISCLOSURE AGREEMENT THIS AGREEMENT dated the ___ day of _________________. BETWEEN: _________________________________ _________________________________ _________________________________ _________________________________ OF THE FIRST PART AND: KERBER APPLIED RESEARCH INC. 53 Isaac Brock Drive, Stoney Creek, Ontario Canada L8J 2P1 OF THE SECOND PART WHEREAS: A. The parties contemplate entering into business and technical discussions concerning both current and planned products; and B. It may be necessary or desirable for each party to disclose to the other party certain confidential or proprietary technical information in order to enable discussions to freely take place between them concerning the subject matter mentioned above. NOW THEREFORE in consideration of the premises, covenants and agreements herein set forth, the parties agree as follows: 1. For the purpose of this Agreement, “Confidential Information” means information, technical or commercial, whether in visual or machine readable form, received by one party from the other which is marked “Confidential” or “Proprietary”, or which would logically be considered confidential or proprietary in view of its relationship to the whole disclosure. Information initially furnished orally and identified by the disclosing party as confidential or proprietary at the time of disclosure will be confirmed by the disclosing party as Confidential Information in writing within thirty (30) days. 2. The receiving party will not use, manufacture or sell any document, schematic, drawing, photograph, specification, specimen or any other material making up any part of the Confidential Information, or use any Confidential Information as a basis for the design or creation of any items or other means without the prior written consent of the disclosing party. 3. For a period of five (5) years from the date of receiving it, all Confidential Information will be maintained in confidence by the receiving party, will not be disclosed to any third party or to any persons employed in its business other than those having a need to know for the purposes set forth above, and will be protected with the same degree of care as the receiving party normally uses in the protection of its own confidential and proprietary information, but in no case with any less degree than reasonable care. Each party further agrees not to use any Confidential Information received from the other party except for the purposes set forth above. 4. The restrictions above will not apply to Confidential Information which: (a) Is known by the receiving party at the time of receipt; (b) Is or becomes a part of the public domain without a breach of this Agreement by the receiving party; (c) The receiving party obtains from a third party under conditions permitting its disclosure to others; (d) Is independently developed by the receiving party; or (e) Is disclosed pursuant to judicial action or government regulations, provided that the receiving party notifies the furnishing party prior to such disclosure and co-operates with the furnishing party in the event the furnishing party elects to legally contest and avoid such disclosure. 5. The furnishing of Confidential Information pursuant to this Agreement shall not be construed as granting or conferring, either expressly or implicitly, any rights, licences or relationships. 6. Each party shall retain all rights of ownership over all intellectual property associated with the above referenced subject matter, including the rights of ownership of patents, trademarks and copyrights. All tangible information including, without limitation, documents, schematics, drawings, photographs, specifications, specimens or any other information submitted by either party to the other, will remain the property of the furnishing party. If either party elects not to pursue any further business undertaking, each party will promptly return upon request all tangible information including any and all copies thereof relating to all Confidential Information. Neither party shall not, and it shall ensure that any of its affiliates do not, for a period of five years from the date of this Agreement, without the prior written consent of the other party, induce any employee employed by the other party to leave such employ or offer to employ or employ such employee. This Agreement shall be governed by and interpreted in accordance with the laws of the Province of Ontario. Failure to enforce any provision of this Agreement shall not constitute a waiver of any term hereof. IN WITNESS WHEREOF the parties have executed this Agreement as of the day and year first above written. Company: _____________________________________ Per: _________________________________________ Name: Title: and Per: ____________________________________ Tom Kerber

Receiving Party may independently develop information similar to Confidential Information.

Entailment

CONFIDENTIALITY AND NON-DISCLOSURE AGREEMENT THIS AGREEMENT dated the ___ day of _________________. BETWEEN: _________________________________ _________________________________ _________________________________ _________________________________ OF THE FIRST PART AND: KERBER APPLIED RESEARCH INC. 53 Isaac Brock Drive, Stoney Creek, Ontario Canada L8J 2P1 OF THE SECOND PART WHEREAS: A. The parties contemplate entering into business and technical discussions concerning both current and planned products; and B. It may be necessary or desirable for each party to disclose to the other party certain confidential or proprietary technical information in order to enable discussions to freely take place between them concerning the subject matter mentioned above. NOW THEREFORE in consideration of the premises, covenants and agreements herein set forth, the parties agree as follows: 1. For the purpose of this Agreement, “Confidential Information” means information, technical or commercial, whether in visual or machine readable form, received by one party from the other which is marked “Confidential” or “Proprietary”, or which would logically be considered confidential or proprietary in view of its relationship to the whole disclosure. Information initially furnished orally and identified by the disclosing party as confidential or proprietary at the time of disclosure will be confirmed by the disclosing party as Confidential Information in writing within thirty (30) days. 2. The receiving party will not use, manufacture or sell any document, schematic, drawing, photograph, specification, specimen or any other material making up any part of the Confidential Information, or use any Confidential Information as a basis for the design or creation of any items or other means without the prior written consent of the disclosing party. 3. For a period of five (5) years from the date of receiving it, all Confidential Information will be maintained in confidence by the receiving party, will not be disclosed to any third party or to any persons employed in its business other than those having a need to know for the purposes set forth above, and will be protected with the same degree of care as the receiving party normally uses in the protection of its own confidential and proprietary information, but in no case with any less degree than reasonable care. Each party further agrees not to use any Confidential Information received from the other party except for the purposes set forth above. 4. The restrictions above will not apply to Confidential Information which: (a) Is known by the receiving party at the time of receipt; (b) Is or becomes a part of the public domain without a breach of this Agreement by the receiving party; (c) The receiving party obtains from a third party under conditions permitting its disclosure to others; (d) Is independently developed by the receiving party; or (e) Is disclosed pursuant to judicial action or government regulations, provided that the receiving party notifies the furnishing party prior to such disclosure and co-operates with the furnishing party in the event the furnishing party elects to legally contest and avoid such disclosure. 5. The furnishing of Confidential Information pursuant to this Agreement shall not be construed as granting or conferring, either expressly or implicitly, any rights, licences or relationships. 6. Each party shall retain all rights of ownership over all intellectual property associated with the above referenced subject matter, including the rights of ownership of patents, trademarks and copyrights. All tangible information including, without limitation, documents, schematics, drawings, photographs, specifications, specimens or any other information submitted by either party to the other, will remain the property of the furnishing party. If either party elects not to pursue any further business undertaking, each party will promptly return upon request all tangible information including any and all copies thereof relating to all Confidential Information. Neither party shall not, and it shall ensure that any of its affiliates do not, for a period of five years from the date of this Agreement, without the prior written consent of the other party, induce any employee employed by the other party to leave such employ or offer to employ or employ such employee. This Agreement shall be governed by and interpreted in accordance with the laws of the Province of Ontario. Failure to enforce any provision of this Agreement shall not constitute a waiver of any term hereof. IN WITNESS WHEREOF the parties have executed this Agreement as of the day and year first above written. Company: _____________________________________ Per: _________________________________________ Name: Title: and Per: ____________________________________ Tom Kerber

Receiving Party may retain some Confidential Information even after the return or destruction of Confidential Information.

Contradiction

CONFIDENTIALITY AND NON-DISCLOSURE AGREEMENT THIS AGREEMENT dated the ___ day of _________________. BETWEEN: _________________________________ _________________________________ _________________________________ _________________________________ OF THE FIRST PART AND: KERBER APPLIED RESEARCH INC. 53 Isaac Brock Drive, Stoney Creek, Ontario Canada L8J 2P1 OF THE SECOND PART WHEREAS: A. The parties contemplate entering into business and technical discussions concerning both current and planned products; and B. It may be necessary or desirable for each party to disclose to the other party certain confidential or proprietary technical information in order to enable discussions to freely take place between them concerning the subject matter mentioned above. NOW THEREFORE in consideration of the premises, covenants and agreements herein set forth, the parties agree as follows: 1. For the purpose of this Agreement, “Confidential Information” means information, technical or commercial, whether in visual or machine readable form, received by one party from the other which is marked “Confidential” or “Proprietary”, or which would logically be considered confidential or proprietary in view of its relationship to the whole disclosure. Information initially furnished orally and identified by the disclosing party as confidential or proprietary at the time of disclosure will be confirmed by the disclosing party as Confidential Information in writing within thirty (30) days. 2. The receiving party will not use, manufacture or sell any document, schematic, drawing, photograph, specification, specimen or any other material making up any part of the Confidential Information, or use any Confidential Information as a basis for the design or creation of any items or other means without the prior written consent of the disclosing party. 3. For a period of five (5) years from the date of receiving it, all Confidential Information will be maintained in confidence by the receiving party, will not be disclosed to any third party or to any persons employed in its business other than those having a need to know for the purposes set forth above, and will be protected with the same degree of care as the receiving party normally uses in the protection of its own confidential and proprietary information, but in no case with any less degree than reasonable care. Each party further agrees not to use any Confidential Information received from the other party except for the purposes set forth above. 4. The restrictions above will not apply to Confidential Information which: (a) Is known by the receiving party at the time of receipt; (b) Is or becomes a part of the public domain without a breach of this Agreement by the receiving party; (c) The receiving party obtains from a third party under conditions permitting its disclosure to others; (d) Is independently developed by the receiving party; or (e) Is disclosed pursuant to judicial action or government regulations, provided that the receiving party notifies the furnishing party prior to such disclosure and co-operates with the furnishing party in the event the furnishing party elects to legally contest and avoid such disclosure. 5. The furnishing of Confidential Information pursuant to this Agreement shall not be construed as granting or conferring, either expressly or implicitly, any rights, licences or relationships. 6. Each party shall retain all rights of ownership over all intellectual property associated with the above referenced subject matter, including the rights of ownership of patents, trademarks and copyrights. All tangible information including, without limitation, documents, schematics, drawings, photographs, specifications, specimens or any other information submitted by either party to the other, will remain the property of the furnishing party. If either party elects not to pursue any further business undertaking, each party will promptly return upon request all tangible information including any and all copies thereof relating to all Confidential Information. Neither party shall not, and it shall ensure that any of its affiliates do not, for a period of five years from the date of this Agreement, without the prior written consent of the other party, induce any employee employed by the other party to leave such employ or offer to employ or employ such employee. This Agreement shall be governed by and interpreted in accordance with the laws of the Province of Ontario. Failure to enforce any provision of this Agreement shall not constitute a waiver of any term hereof. IN WITNESS WHEREOF the parties have executed this Agreement as of the day and year first above written. Company: _____________________________________ Per: _________________________________________ Name: Title: and Per: ____________________________________ Tom Kerber

Confidential Information may include verbally conveyed information.

Entailment

CONFIDENTIALITY AND NON-DISCLOSURE AGREEMENT THIS AGREEMENT dated the ___ day of _________________. BETWEEN: _________________________________ _________________________________ _________________________________ _________________________________ OF THE FIRST PART AND: KERBER APPLIED RESEARCH INC. 53 Isaac Brock Drive, Stoney Creek, Ontario Canada L8J 2P1 OF THE SECOND PART WHEREAS: A. The parties contemplate entering into business and technical discussions concerning both current and planned products; and B. It may be necessary or desirable for each party to disclose to the other party certain confidential or proprietary technical information in order to enable discussions to freely take place between them concerning the subject matter mentioned above. NOW THEREFORE in consideration of the premises, covenants and agreements herein set forth, the parties agree as follows: 1. For the purpose of this Agreement, “Confidential Information” means information, technical or commercial, whether in visual or machine readable form, received by one party from the other which is marked “Confidential” or “Proprietary”, or which would logically be considered confidential or proprietary in view of its relationship to the whole disclosure. Information initially furnished orally and identified by the disclosing party as confidential or proprietary at the time of disclosure will be confirmed by the disclosing party as Confidential Information in writing within thirty (30) days. 2. The receiving party will not use, manufacture or sell any document, schematic, drawing, photograph, specification, specimen or any other material making up any part of the Confidential Information, or use any Confidential Information as a basis for the design or creation of any items or other means without the prior written consent of the disclosing party. 3. For a period of five (5) years from the date of receiving it, all Confidential Information will be maintained in confidence by the receiving party, will not be disclosed to any third party or to any persons employed in its business other than those having a need to know for the purposes set forth above, and will be protected with the same degree of care as the receiving party normally uses in the protection of its own confidential and proprietary information, but in no case with any less degree than reasonable care. Each party further agrees not to use any Confidential Information received from the other party except for the purposes set forth above. 4. The restrictions above will not apply to Confidential Information which: (a) Is known by the receiving party at the time of receipt; (b) Is or becomes a part of the public domain without a breach of this Agreement by the receiving party; (c) The receiving party obtains from a third party under conditions permitting its disclosure to others; (d) Is independently developed by the receiving party; or (e) Is disclosed pursuant to judicial action or government regulations, provided that the receiving party notifies the furnishing party prior to such disclosure and co-operates with the furnishing party in the event the furnishing party elects to legally contest and avoid such disclosure. 5. The furnishing of Confidential Information pursuant to this Agreement shall not be construed as granting or conferring, either expressly or implicitly, any rights, licences or relationships. 6. Each party shall retain all rights of ownership over all intellectual property associated with the above referenced subject matter, including the rights of ownership of patents, trademarks and copyrights. All tangible information including, without limitation, documents, schematics, drawings, photographs, specifications, specimens or any other information submitted by either party to the other, will remain the property of the furnishing party. If either party elects not to pursue any further business undertaking, each party will promptly return upon request all tangible information including any and all copies thereof relating to all Confidential Information. Neither party shall not, and it shall ensure that any of its affiliates do not, for a period of five years from the date of this Agreement, without the prior written consent of the other party, induce any employee employed by the other party to leave such employ or offer to employ or employ such employee. This Agreement shall be governed by and interpreted in accordance with the laws of the Province of Ontario. Failure to enforce any provision of this Agreement shall not constitute a waiver of any term hereof. IN WITNESS WHEREOF the parties have executed this Agreement as of the day and year first above written. Company: _____________________________________ Per: _________________________________________ Name: Title: and Per: ____________________________________ Tom Kerber

Receiving Party shall not solicit some of Disclosing Party's representatives.

Entailment

CONFIDENTIALITY AND NON-DISCLOSURE AGREEMENT THIS AGREEMENT dated the ___ day of _________________. BETWEEN: _________________________________ _________________________________ _________________________________ _________________________________ OF THE FIRST PART AND: KERBER APPLIED RESEARCH INC. 53 Isaac Brock Drive, Stoney Creek, Ontario Canada L8J 2P1 OF THE SECOND PART WHEREAS: A. The parties contemplate entering into business and technical discussions concerning both current and planned products; and B. It may be necessary or desirable for each party to disclose to the other party certain confidential or proprietary technical information in order to enable discussions to freely take place between them concerning the subject matter mentioned above. NOW THEREFORE in consideration of the premises, covenants and agreements herein set forth, the parties agree as follows: 1. For the purpose of this Agreement, “Confidential Information” means information, technical or commercial, whether in visual or machine readable form, received by one party from the other which is marked “Confidential” or “Proprietary”, or which would logically be considered confidential or proprietary in view of its relationship to the whole disclosure. Information initially furnished orally and identified by the disclosing party as confidential or proprietary at the time of disclosure will be confirmed by the disclosing party as Confidential Information in writing within thirty (30) days. 2. The receiving party will not use, manufacture or sell any document, schematic, drawing, photograph, specification, specimen or any other material making up any part of the Confidential Information, or use any Confidential Information as a basis for the design or creation of any items or other means without the prior written consent of the disclosing party. 3. For a period of five (5) years from the date of receiving it, all Confidential Information will be maintained in confidence by the receiving party, will not be disclosed to any third party or to any persons employed in its business other than those having a need to know for the purposes set forth above, and will be protected with the same degree of care as the receiving party normally uses in the protection of its own confidential and proprietary information, but in no case with any less degree than reasonable care. Each party further agrees not to use any Confidential Information received from the other party except for the purposes set forth above. 4. The restrictions above will not apply to Confidential Information which: (a) Is known by the receiving party at the time of receipt; (b) Is or becomes a part of the public domain without a breach of this Agreement by the receiving party; (c) The receiving party obtains from a third party under conditions permitting its disclosure to others; (d) Is independently developed by the receiving party; or (e) Is disclosed pursuant to judicial action or government regulations, provided that the receiving party notifies the furnishing party prior to such disclosure and co-operates with the furnishing party in the event the furnishing party elects to legally contest and avoid such disclosure. 5. The furnishing of Confidential Information pursuant to this Agreement shall not be construed as granting or conferring, either expressly or implicitly, any rights, licences or relationships. 6. Each party shall retain all rights of ownership over all intellectual property associated with the above referenced subject matter, including the rights of ownership of patents, trademarks and copyrights. All tangible information including, without limitation, documents, schematics, drawings, photographs, specifications, specimens or any other information submitted by either party to the other, will remain the property of the furnishing party. If either party elects not to pursue any further business undertaking, each party will promptly return upon request all tangible information including any and all copies thereof relating to all Confidential Information. Neither party shall not, and it shall ensure that any of its affiliates do not, for a period of five years from the date of this Agreement, without the prior written consent of the other party, induce any employee employed by the other party to leave such employ or offer to employ or employ such employee. This Agreement shall be governed by and interpreted in accordance with the laws of the Province of Ontario. Failure to enforce any provision of this Agreement shall not constitute a waiver of any term hereof. IN WITNESS WHEREOF the parties have executed this Agreement as of the day and year first above written. Company: _____________________________________ Per: _________________________________________ Name: Title: and Per: ____________________________________ Tom Kerber

Receiving Party may share some Confidential Information with some third-parties (including consultants, agents and professional advisors).

Entailment

CONFIDENTIALITY AND NON-DISCLOSURE AGREEMENT THIS AGREEMENT dated the ___ day of _________________. BETWEEN: _________________________________ _________________________________ _________________________________ _________________________________ OF THE FIRST PART AND: KERBER APPLIED RESEARCH INC. 53 Isaac Brock Drive, Stoney Creek, Ontario Canada L8J 2P1 OF THE SECOND PART WHEREAS: A. The parties contemplate entering into business and technical discussions concerning both current and planned products; and B. It may be necessary or desirable for each party to disclose to the other party certain confidential or proprietary technical information in order to enable discussions to freely take place between them concerning the subject matter mentioned above. NOW THEREFORE in consideration of the premises, covenants and agreements herein set forth, the parties agree as follows: 1. For the purpose of this Agreement, “Confidential Information” means information, technical or commercial, whether in visual or machine readable form, received by one party from the other which is marked “Confidential” or “Proprietary”, or which would logically be considered confidential or proprietary in view of its relationship to the whole disclosure. Information initially furnished orally and identified by the disclosing party as confidential or proprietary at the time of disclosure will be confirmed by the disclosing party as Confidential Information in writing within thirty (30) days. 2. The receiving party will not use, manufacture or sell any document, schematic, drawing, photograph, specification, specimen or any other material making up any part of the Confidential Information, or use any Confidential Information as a basis for the design or creation of any items or other means without the prior written consent of the disclosing party. 3. For a period of five (5) years from the date of receiving it, all Confidential Information will be maintained in confidence by the receiving party, will not be disclosed to any third party or to any persons employed in its business other than those having a need to know for the purposes set forth above, and will be protected with the same degree of care as the receiving party normally uses in the protection of its own confidential and proprietary information, but in no case with any less degree than reasonable care. Each party further agrees not to use any Confidential Information received from the other party except for the purposes set forth above. 4. The restrictions above will not apply to Confidential Information which: (a) Is known by the receiving party at the time of receipt; (b) Is or becomes a part of the public domain without a breach of this Agreement by the receiving party; (c) The receiving party obtains from a third party under conditions permitting its disclosure to others; (d) Is independently developed by the receiving party; or (e) Is disclosed pursuant to judicial action or government regulations, provided that the receiving party notifies the furnishing party prior to such disclosure and co-operates with the furnishing party in the event the furnishing party elects to legally contest and avoid such disclosure. 5. The furnishing of Confidential Information pursuant to this Agreement shall not be construed as granting or conferring, either expressly or implicitly, any rights, licences or relationships. 6. Each party shall retain all rights of ownership over all intellectual property associated with the above referenced subject matter, including the rights of ownership of patents, trademarks and copyrights. All tangible information including, without limitation, documents, schematics, drawings, photographs, specifications, specimens or any other information submitted by either party to the other, will remain the property of the furnishing party. If either party elects not to pursue any further business undertaking, each party will promptly return upon request all tangible information including any and all copies thereof relating to all Confidential Information. Neither party shall not, and it shall ensure that any of its affiliates do not, for a period of five years from the date of this Agreement, without the prior written consent of the other party, induce any employee employed by the other party to leave such employ or offer to employ or employ such employee. This Agreement shall be governed by and interpreted in accordance with the laws of the Province of Ontario. Failure to enforce any provision of this Agreement shall not constitute a waiver of any term hereof. IN WITNESS WHEREOF the parties have executed this Agreement as of the day and year first above written. Company: _____________________________________ Per: _________________________________________ Name: Title: and Per: ____________________________________ Tom Kerber

Receiving Party may create a copy of some Confidential Information in some circumstances.

NotMentioned

CONFIDENTIALITY AND NON-DISCLOSURE AGREEMENT THIS AGREEMENT dated the ___ day of _________________. BETWEEN: _________________________________ _________________________________ _________________________________ _________________________________ OF THE FIRST PART AND: KERBER APPLIED RESEARCH INC. 53 Isaac Brock Drive, Stoney Creek, Ontario Canada L8J 2P1 OF THE SECOND PART WHEREAS: A. The parties contemplate entering into business and technical discussions concerning both current and planned products; and B. It may be necessary or desirable for each party to disclose to the other party certain confidential or proprietary technical information in order to enable discussions to freely take place between them concerning the subject matter mentioned above. NOW THEREFORE in consideration of the premises, covenants and agreements herein set forth, the parties agree as follows: 1. For the purpose of this Agreement, “Confidential Information” means information, technical or commercial, whether in visual or machine readable form, received by one party from the other which is marked “Confidential” or “Proprietary”, or which would logically be considered confidential or proprietary in view of its relationship to the whole disclosure. Information initially furnished orally and identified by the disclosing party as confidential or proprietary at the time of disclosure will be confirmed by the disclosing party as Confidential Information in writing within thirty (30) days. 2. The receiving party will not use, manufacture or sell any document, schematic, drawing, photograph, specification, specimen or any other material making up any part of the Confidential Information, or use any Confidential Information as a basis for the design or creation of any items or other means without the prior written consent of the disclosing party. 3. For a period of five (5) years from the date of receiving it, all Confidential Information will be maintained in confidence by the receiving party, will not be disclosed to any third party or to any persons employed in its business other than those having a need to know for the purposes set forth above, and will be protected with the same degree of care as the receiving party normally uses in the protection of its own confidential and proprietary information, but in no case with any less degree than reasonable care. Each party further agrees not to use any Confidential Information received from the other party except for the purposes set forth above. 4. The restrictions above will not apply to Confidential Information which: (a) Is known by the receiving party at the time of receipt; (b) Is or becomes a part of the public domain without a breach of this Agreement by the receiving party; (c) The receiving party obtains from a third party under conditions permitting its disclosure to others; (d) Is independently developed by the receiving party; or (e) Is disclosed pursuant to judicial action or government regulations, provided that the receiving party notifies the furnishing party prior to such disclosure and co-operates with the furnishing party in the event the furnishing party elects to legally contest and avoid such disclosure. 5. The furnishing of Confidential Information pursuant to this Agreement shall not be construed as granting or conferring, either expressly or implicitly, any rights, licences or relationships. 6. Each party shall retain all rights of ownership over all intellectual property associated with the above referenced subject matter, including the rights of ownership of patents, trademarks and copyrights. All tangible information including, without limitation, documents, schematics, drawings, photographs, specifications, specimens or any other information submitted by either party to the other, will remain the property of the furnishing party. If either party elects not to pursue any further business undertaking, each party will promptly return upon request all tangible information including any and all copies thereof relating to all Confidential Information. Neither party shall not, and it shall ensure that any of its affiliates do not, for a period of five years from the date of this Agreement, without the prior written consent of the other party, induce any employee employed by the other party to leave such employ or offer to employ or employ such employee. This Agreement shall be governed by and interpreted in accordance with the laws of the Province of Ontario. Failure to enforce any provision of this Agreement shall not constitute a waiver of any term hereof. IN WITNESS WHEREOF the parties have executed this Agreement as of the day and year first above written. Company: _____________________________________ Per: _________________________________________ Name: Title: and Per: ____________________________________ Tom Kerber

Receiving Party shall notify Disclosing Party in case Receiving Party is required by law, regulation or judicial process to disclose any Confidential Information.

Entailment

CONFIDENTIALITY AND NON-DISCLOSURE AGREEMENT THIS AGREEMENT dated the ___ day of _________________. BETWEEN: _________________________________ _________________________________ _________________________________ _________________________________ OF THE FIRST PART AND: KERBER APPLIED RESEARCH INC. 53 Isaac Brock Drive, Stoney Creek, Ontario Canada L8J 2P1 OF THE SECOND PART WHEREAS: A. The parties contemplate entering into business and technical discussions concerning both current and planned products; and B. It may be necessary or desirable for each party to disclose to the other party certain confidential or proprietary technical information in order to enable discussions to freely take place between them concerning the subject matter mentioned above. NOW THEREFORE in consideration of the premises, covenants and agreements herein set forth, the parties agree as follows: 1. For the purpose of this Agreement, “Confidential Information” means information, technical or commercial, whether in visual or machine readable form, received by one party from the other which is marked “Confidential” or “Proprietary”, or which would logically be considered confidential or proprietary in view of its relationship to the whole disclosure. Information initially furnished orally and identified by the disclosing party as confidential or proprietary at the time of disclosure will be confirmed by the disclosing party as Confidential Information in writing within thirty (30) days. 2. The receiving party will not use, manufacture or sell any document, schematic, drawing, photograph, specification, specimen or any other material making up any part of the Confidential Information, or use any Confidential Information as a basis for the design or creation of any items or other means without the prior written consent of the disclosing party. 3. For a period of five (5) years from the date of receiving it, all Confidential Information will be maintained in confidence by the receiving party, will not be disclosed to any third party or to any persons employed in its business other than those having a need to know for the purposes set forth above, and will be protected with the same degree of care as the receiving party normally uses in the protection of its own confidential and proprietary information, but in no case with any less degree than reasonable care. Each party further agrees not to use any Confidential Information received from the other party except for the purposes set forth above. 4. The restrictions above will not apply to Confidential Information which: (a) Is known by the receiving party at the time of receipt; (b) Is or becomes a part of the public domain without a breach of this Agreement by the receiving party; (c) The receiving party obtains from a third party under conditions permitting its disclosure to others; (d) Is independently developed by the receiving party; or (e) Is disclosed pursuant to judicial action or government regulations, provided that the receiving party notifies the furnishing party prior to such disclosure and co-operates with the furnishing party in the event the furnishing party elects to legally contest and avoid such disclosure. 5. The furnishing of Confidential Information pursuant to this Agreement shall not be construed as granting or conferring, either expressly or implicitly, any rights, licences or relationships. 6. Each party shall retain all rights of ownership over all intellectual property associated with the above referenced subject matter, including the rights of ownership of patents, trademarks and copyrights. All tangible information including, without limitation, documents, schematics, drawings, photographs, specifications, specimens or any other information submitted by either party to the other, will remain the property of the furnishing party. If either party elects not to pursue any further business undertaking, each party will promptly return upon request all tangible information including any and all copies thereof relating to all Confidential Information. Neither party shall not, and it shall ensure that any of its affiliates do not, for a period of five years from the date of this Agreement, without the prior written consent of the other party, induce any employee employed by the other party to leave such employ or offer to employ or employ such employee. This Agreement shall be governed by and interpreted in accordance with the laws of the Province of Ontario. Failure to enforce any provision of this Agreement shall not constitute a waiver of any term hereof. IN WITNESS WHEREOF the parties have executed this Agreement as of the day and year first above written. Company: _____________________________________ Per: _________________________________________ Name: Title: and Per: ____________________________________ Tom Kerber

Receiving Party may acquire information similar to Confidential Information from a third party.

Entailment

CONFIDENTIALITY AND NON-DISCLOSURE AGREEMENT THIS AGREEMENT dated the ___ day of _________________. BETWEEN: _________________________________ _________________________________ _________________________________ _________________________________ OF THE FIRST PART AND: KERBER APPLIED RESEARCH INC. 53 Isaac Brock Drive, Stoney Creek, Ontario Canada L8J 2P1 OF THE SECOND PART WHEREAS: A. The parties contemplate entering into business and technical discussions concerning both current and planned products; and B. It may be necessary or desirable for each party to disclose to the other party certain confidential or proprietary technical information in order to enable discussions to freely take place between them concerning the subject matter mentioned above. NOW THEREFORE in consideration of the premises, covenants and agreements herein set forth, the parties agree as follows: 1. For the purpose of this Agreement, “Confidential Information” means information, technical or commercial, whether in visual or machine readable form, received by one party from the other which is marked “Confidential” or “Proprietary”, or which would logically be considered confidential or proprietary in view of its relationship to the whole disclosure. Information initially furnished orally and identified by the disclosing party as confidential or proprietary at the time of disclosure will be confirmed by the disclosing party as Confidential Information in writing within thirty (30) days. 2. The receiving party will not use, manufacture or sell any document, schematic, drawing, photograph, specification, specimen or any other material making up any part of the Confidential Information, or use any Confidential Information as a basis for the design or creation of any items or other means without the prior written consent of the disclosing party. 3. For a period of five (5) years from the date of receiving it, all Confidential Information will be maintained in confidence by the receiving party, will not be disclosed to any third party or to any persons employed in its business other than those having a need to know for the purposes set forth above, and will be protected with the same degree of care as the receiving party normally uses in the protection of its own confidential and proprietary information, but in no case with any less degree than reasonable care. Each party further agrees not to use any Confidential Information received from the other party except for the purposes set forth above. 4. The restrictions above will not apply to Confidential Information which: (a) Is known by the receiving party at the time of receipt; (b) Is or becomes a part of the public domain without a breach of this Agreement by the receiving party; (c) The receiving party obtains from a third party under conditions permitting its disclosure to others; (d) Is independently developed by the receiving party; or (e) Is disclosed pursuant to judicial action or government regulations, provided that the receiving party notifies the furnishing party prior to such disclosure and co-operates with the furnishing party in the event the furnishing party elects to legally contest and avoid such disclosure. 5. The furnishing of Confidential Information pursuant to this Agreement shall not be construed as granting or conferring, either expressly or implicitly, any rights, licences or relationships. 6. Each party shall retain all rights of ownership over all intellectual property associated with the above referenced subject matter, including the rights of ownership of patents, trademarks and copyrights. All tangible information including, without limitation, documents, schematics, drawings, photographs, specifications, specimens or any other information submitted by either party to the other, will remain the property of the furnishing party. If either party elects not to pursue any further business undertaking, each party will promptly return upon request all tangible information including any and all copies thereof relating to all Confidential Information. Neither party shall not, and it shall ensure that any of its affiliates do not, for a period of five years from the date of this Agreement, without the prior written consent of the other party, induce any employee employed by the other party to leave such employ or offer to employ or employ such employee. This Agreement shall be governed by and interpreted in accordance with the laws of the Province of Ontario. Failure to enforce any provision of this Agreement shall not constitute a waiver of any term hereof. IN WITNESS WHEREOF the parties have executed this Agreement as of the day and year first above written. Company: _____________________________________ Per: _________________________________________ Name: Title: and Per: ____________________________________ Tom Kerber

Receiving Party may share some Confidential Information with some of Receiving Party's employees.

Entailment

CONFIDENTIALITY AND NON-DISCLOSURE AGREEMENT THIS AGREEMENT dated the ___ day of _________________. BETWEEN: _________________________________ _________________________________ _________________________________ _________________________________ OF THE FIRST PART AND: KERBER APPLIED RESEARCH INC. 53 Isaac Brock Drive, Stoney Creek, Ontario Canada L8J 2P1 OF THE SECOND PART WHEREAS: A. The parties contemplate entering into business and technical discussions concerning both current and planned products; and B. It may be necessary or desirable for each party to disclose to the other party certain confidential or proprietary technical information in order to enable discussions to freely take place between them concerning the subject matter mentioned above. NOW THEREFORE in consideration of the premises, covenants and agreements herein set forth, the parties agree as follows: 1. For the purpose of this Agreement, “Confidential Information” means information, technical or commercial, whether in visual or machine readable form, received by one party from the other which is marked “Confidential” or “Proprietary”, or which would logically be considered confidential or proprietary in view of its relationship to the whole disclosure. Information initially furnished orally and identified by the disclosing party as confidential or proprietary at the time of disclosure will be confirmed by the disclosing party as Confidential Information in writing within thirty (30) days. 2. The receiving party will not use, manufacture or sell any document, schematic, drawing, photograph, specification, specimen or any other material making up any part of the Confidential Information, or use any Confidential Information as a basis for the design or creation of any items or other means without the prior written consent of the disclosing party. 3. For a period of five (5) years from the date of receiving it, all Confidential Information will be maintained in confidence by the receiving party, will not be disclosed to any third party or to any persons employed in its business other than those having a need to know for the purposes set forth above, and will be protected with the same degree of care as the receiving party normally uses in the protection of its own confidential and proprietary information, but in no case with any less degree than reasonable care. Each party further agrees not to use any Confidential Information received from the other party except for the purposes set forth above. 4. The restrictions above will not apply to Confidential Information which: (a) Is known by the receiving party at the time of receipt; (b) Is or becomes a part of the public domain without a breach of this Agreement by the receiving party; (c) The receiving party obtains from a third party under conditions permitting its disclosure to others; (d) Is independently developed by the receiving party; or (e) Is disclosed pursuant to judicial action or government regulations, provided that the receiving party notifies the furnishing party prior to such disclosure and co-operates with the furnishing party in the event the furnishing party elects to legally contest and avoid such disclosure. 5. The furnishing of Confidential Information pursuant to this Agreement shall not be construed as granting or conferring, either expressly or implicitly, any rights, licences or relationships. 6. Each party shall retain all rights of ownership over all intellectual property associated with the above referenced subject matter, including the rights of ownership of patents, trademarks and copyrights. All tangible information including, without limitation, documents, schematics, drawings, photographs, specifications, specimens or any other information submitted by either party to the other, will remain the property of the furnishing party. If either party elects not to pursue any further business undertaking, each party will promptly return upon request all tangible information including any and all copies thereof relating to all Confidential Information. Neither party shall not, and it shall ensure that any of its affiliates do not, for a period of five years from the date of this Agreement, without the prior written consent of the other party, induce any employee employed by the other party to leave such employ or offer to employ or employ such employee. This Agreement shall be governed by and interpreted in accordance with the laws of the Province of Ontario. Failure to enforce any provision of this Agreement shall not constitute a waiver of any term hereof. IN WITNESS WHEREOF the parties have executed this Agreement as of the day and year first above written. Company: _____________________________________ Per: _________________________________________ Name: Title: and Per: ____________________________________ Tom Kerber

Receiving Party shall not use any Confidential Information for any purpose other than the purposes stated in Agreement.

Entailment

Non-Disclosure and Confidentiality Agreement (Data Protection) Background Information Where an organisation or a non-NHS agency or individual is engaged to carry out or support an NHS or public sector function, the appropriate confidentiality and security requirements must be agreed. The standard specified in the agreement should be consistent with the Information Governance standards expected of NHS and other public sector organisations. These are based on the requirements of the Human Rights Act 1998 and ‘common law duty of confidentiality’. The Data Protection Act 1998 reiterates this point and makes it a legal requirement that effective agreements exist where a third party processes data. In addition for support functions that do not directly process data but may become party to it, it is a requirement to keep information confidential. In addition the organisation requires any contracted individual or organisation (in this case LSPs) to respect any commercial confidentiality and intellectual property claimed by the organisation in the provision and handling of documentation and information. Any patient information, particularly their health or treatment details, is highly sensitive. If such information was leaked to the wrong people, it could cause severe embarrassment to the patients concerned, their families and to the organisation. There could be legal action following such a breach of confidentiality. In addition any inappropriate or unauthorised disclosure of commercially sensitive information or unlicensed reuse of intellectual property could be subject to legal action. The Agreement: This agreement relates to requirements of the Data Protection Act 1998, the Human Rights Act 1998, the ‘common law duty of confidentiality’ and the Freedom of Information Act (2000). 1. The following terms apply where an organisation or its staff may gain access to, or have provided to it, personal identifiable information (defined within the terms of the Data Protection Act 1998) when working for, or with the ‘data controller’. It also applies where the contracted third party is privilege to commercially sensitive information, security related information and any intellectual property of the contracting organisation. 2. The access referred to in point 1 above may include: a. Access to or sharing of information held in any electronic format or on paper b. Information that is part of verbal discussions 3. Any information (personal or organisational) will only be used for purposes agreed between the organisations. Information will be retained for a period agreed between the parties and destroyed by an agreed method. Agreed purposes are: To provide communication support in line with Deafness Resource Centre terms and conditions Agreed retention period: upon completion of assignment and invoicing Agreed destruction method: Shredding of paper based information and deletion of electronic information 4. Any work involving access to personal identifiable information will be done by formally authorised staff of the organisation (except as provided in paragraph 5 below). The organisation shall keep a record of all such authorisations. Information containing a unique number (e.g. NHS, NI or organisational) or a combination of items from the following list is “personal identifiable data”: Name, Address, Postcode, Date of Birth, Other Dates (i.e. death, diagnosis), Sex, Ethnic Group or Occupation. 5. All personal identifiable information will be treated as confidential and will not be disclosed to any other persons outside the requirements of the above agreed purpose(s), without agreement of the ‘data controller’. Any organisational information marked as ‘commercial’ or ‘sensitive’ or by implication of the subject could prejudice the commercial interests of either party will be treated as confidential. 6. A DRC email account to be used to send and receive personally identifiable data. 7. Where the activities performed by the contractor (in this case LSP) do not require them to process information but they may become party to it by overseeing or overhearing, they will be required to keep such information confidential. 8. Any breach of the terms of this agreement may result in termination of arrangements (including formal contracts) and legal action may be taken. 9. The organisation (in this case LSP) is responsible for ensuring their staff/sub-contractors adhere to the terms of this agreement. Declaration I agree to the above terms and conditions (Recipient) Signed: ______________________________ Print Name: _______________________________ Company Name (if applicable): ____________________________________ Date: _____________ Representative of the ‘data controller’ (Disclosing party) Signed: _________________________________ Print Name: ________________________________ Organisation: Deafness Resource Centre Ltd Date: __________

Receiving Party shall not reverse engineer any objects which embody Disclosing Party's Confidential Information.

NotMentioned

Non-Disclosure and Confidentiality Agreement (Data Protection) Background Information Where an organisation or a non-NHS agency or individual is engaged to carry out or support an NHS or public sector function, the appropriate confidentiality and security requirements must be agreed. The standard specified in the agreement should be consistent with the Information Governance standards expected of NHS and other public sector organisations. These are based on the requirements of the Human Rights Act 1998 and ‘common law duty of confidentiality’. The Data Protection Act 1998 reiterates this point and makes it a legal requirement that effective agreements exist where a third party processes data. In addition for support functions that do not directly process data but may become party to it, it is a requirement to keep information confidential. In addition the organisation requires any contracted individual or organisation (in this case LSPs) to respect any commercial confidentiality and intellectual property claimed by the organisation in the provision and handling of documentation and information. Any patient information, particularly their health or treatment details, is highly sensitive. If such information was leaked to the wrong people, it could cause severe embarrassment to the patients concerned, their families and to the organisation. There could be legal action following such a breach of confidentiality. In addition any inappropriate or unauthorised disclosure of commercially sensitive information or unlicensed reuse of intellectual property could be subject to legal action. The Agreement: This agreement relates to requirements of the Data Protection Act 1998, the Human Rights Act 1998, the ‘common law duty of confidentiality’ and the Freedom of Information Act (2000). 1. The following terms apply where an organisation or its staff may gain access to, or have provided to it, personal identifiable information (defined within the terms of the Data Protection Act 1998) when working for, or with the ‘data controller’. It also applies where the contracted third party is privilege to commercially sensitive information, security related information and any intellectual property of the contracting organisation. 2. The access referred to in point 1 above may include: a. Access to or sharing of information held in any electronic format or on paper b. Information that is part of verbal discussions 3. Any information (personal or organisational) will only be used for purposes agreed between the organisations. Information will be retained for a period agreed between the parties and destroyed by an agreed method. Agreed purposes are: To provide communication support in line with Deafness Resource Centre terms and conditions Agreed retention period: upon completion of assignment and invoicing Agreed destruction method: Shredding of paper based information and deletion of electronic information 4. Any work involving access to personal identifiable information will be done by formally authorised staff of the organisation (except as provided in paragraph 5 below). The organisation shall keep a record of all such authorisations. Information containing a unique number (e.g. NHS, NI or organisational) or a combination of items from the following list is “personal identifiable data”: Name, Address, Postcode, Date of Birth, Other Dates (i.e. death, diagnosis), Sex, Ethnic Group or Occupation. 5. All personal identifiable information will be treated as confidential and will not be disclosed to any other persons outside the requirements of the above agreed purpose(s), without agreement of the ‘data controller’. Any organisational information marked as ‘commercial’ or ‘sensitive’ or by implication of the subject could prejudice the commercial interests of either party will be treated as confidential. 6. A DRC email account to be used to send and receive personally identifiable data. 7. Where the activities performed by the contractor (in this case LSP) do not require them to process information but they may become party to it by overseeing or overhearing, they will be required to keep such information confidential. 8. Any breach of the terms of this agreement may result in termination of arrangements (including formal contracts) and legal action may be taken. 9. The organisation (in this case LSP) is responsible for ensuring their staff/sub-contractors adhere to the terms of this agreement. Declaration I agree to the above terms and conditions (Recipient) Signed: ______________________________ Print Name: _______________________________ Company Name (if applicable): ____________________________________ Date: _____________ Representative of the ‘data controller’ (Disclosing party) Signed: _________________________________ Print Name: ________________________________ Organisation: Deafness Resource Centre Ltd Date: __________

Receiving Party shall destroy or return some Confidential Information upon the termination of Agreement.

Entailment

Non-Disclosure and Confidentiality Agreement (Data Protection) Background Information Where an organisation or a non-NHS agency or individual is engaged to carry out or support an NHS or public sector function, the appropriate confidentiality and security requirements must be agreed. The standard specified in the agreement should be consistent with the Information Governance standards expected of NHS and other public sector organisations. These are based on the requirements of the Human Rights Act 1998 and ‘common law duty of confidentiality’. The Data Protection Act 1998 reiterates this point and makes it a legal requirement that effective agreements exist where a third party processes data. In addition for support functions that do not directly process data but may become party to it, it is a requirement to keep information confidential. In addition the organisation requires any contracted individual or organisation (in this case LSPs) to respect any commercial confidentiality and intellectual property claimed by the organisation in the provision and handling of documentation and information. Any patient information, particularly their health or treatment details, is highly sensitive. If such information was leaked to the wrong people, it could cause severe embarrassment to the patients concerned, their families and to the organisation. There could be legal action following such a breach of confidentiality. In addition any inappropriate or unauthorised disclosure of commercially sensitive information or unlicensed reuse of intellectual property could be subject to legal action. The Agreement: This agreement relates to requirements of the Data Protection Act 1998, the Human Rights Act 1998, the ‘common law duty of confidentiality’ and the Freedom of Information Act (2000). 1. The following terms apply where an organisation or its staff may gain access to, or have provided to it, personal identifiable information (defined within the terms of the Data Protection Act 1998) when working for, or with the ‘data controller’. It also applies where the contracted third party is privilege to commercially sensitive information, security related information and any intellectual property of the contracting organisation. 2. The access referred to in point 1 above may include: a. Access to or sharing of information held in any electronic format or on paper b. Information that is part of verbal discussions 3. Any information (personal or organisational) will only be used for purposes agreed between the organisations. Information will be retained for a period agreed between the parties and destroyed by an agreed method. Agreed purposes are: To provide communication support in line with Deafness Resource Centre terms and conditions Agreed retention period: upon completion of assignment and invoicing Agreed destruction method: Shredding of paper based information and deletion of electronic information 4. Any work involving access to personal identifiable information will be done by formally authorised staff of the organisation (except as provided in paragraph 5 below). The organisation shall keep a record of all such authorisations. Information containing a unique number (e.g. NHS, NI or organisational) or a combination of items from the following list is “personal identifiable data”: Name, Address, Postcode, Date of Birth, Other Dates (i.e. death, diagnosis), Sex, Ethnic Group or Occupation. 5. All personal identifiable information will be treated as confidential and will not be disclosed to any other persons outside the requirements of the above agreed purpose(s), without agreement of the ‘data controller’. Any organisational information marked as ‘commercial’ or ‘sensitive’ or by implication of the subject could prejudice the commercial interests of either party will be treated as confidential. 6. A DRC email account to be used to send and receive personally identifiable data. 7. Where the activities performed by the contractor (in this case LSP) do not require them to process information but they may become party to it by overseeing or overhearing, they will be required to keep such information confidential. 8. Any breach of the terms of this agreement may result in termination of arrangements (including formal contracts) and legal action may be taken. 9. The organisation (in this case LSP) is responsible for ensuring their staff/sub-contractors adhere to the terms of this agreement. Declaration I agree to the above terms and conditions (Recipient) Signed: ______________________________ Print Name: _______________________________ Company Name (if applicable): ____________________________________ Date: _____________ Representative of the ‘data controller’ (Disclosing party) Signed: _________________________________ Print Name: ________________________________ Organisation: Deafness Resource Centre Ltd Date: __________

Agreement shall not grant Receiving Party any right to Confidential Information.

NotMentioned

Non-Disclosure and Confidentiality Agreement (Data Protection) Background Information Where an organisation or a non-NHS agency or individual is engaged to carry out or support an NHS or public sector function, the appropriate confidentiality and security requirements must be agreed. The standard specified in the agreement should be consistent with the Information Governance standards expected of NHS and other public sector organisations. These are based on the requirements of the Human Rights Act 1998 and ‘common law duty of confidentiality’. The Data Protection Act 1998 reiterates this point and makes it a legal requirement that effective agreements exist where a third party processes data. In addition for support functions that do not directly process data but may become party to it, it is a requirement to keep information confidential. In addition the organisation requires any contracted individual or organisation (in this case LSPs) to respect any commercial confidentiality and intellectual property claimed by the organisation in the provision and handling of documentation and information. Any patient information, particularly their health or treatment details, is highly sensitive. If such information was leaked to the wrong people, it could cause severe embarrassment to the patients concerned, their families and to the organisation. There could be legal action following such a breach of confidentiality. In addition any inappropriate or unauthorised disclosure of commercially sensitive information or unlicensed reuse of intellectual property could be subject to legal action. The Agreement: This agreement relates to requirements of the Data Protection Act 1998, the Human Rights Act 1998, the ‘common law duty of confidentiality’ and the Freedom of Information Act (2000). 1. The following terms apply where an organisation or its staff may gain access to, or have provided to it, personal identifiable information (defined within the terms of the Data Protection Act 1998) when working for, or with the ‘data controller’. It also applies where the contracted third party is privilege to commercially sensitive information, security related information and any intellectual property of the contracting organisation. 2. The access referred to in point 1 above may include: a. Access to or sharing of information held in any electronic format or on paper b. Information that is part of verbal discussions 3. Any information (personal or organisational) will only be used for purposes agreed between the organisations. Information will be retained for a period agreed between the parties and destroyed by an agreed method. Agreed purposes are: To provide communication support in line with Deafness Resource Centre terms and conditions Agreed retention period: upon completion of assignment and invoicing Agreed destruction method: Shredding of paper based information and deletion of electronic information 4. Any work involving access to personal identifiable information will be done by formally authorised staff of the organisation (except as provided in paragraph 5 below). The organisation shall keep a record of all such authorisations. Information containing a unique number (e.g. NHS, NI or organisational) or a combination of items from the following list is “personal identifiable data”: Name, Address, Postcode, Date of Birth, Other Dates (i.e. death, diagnosis), Sex, Ethnic Group or Occupation. 5. All personal identifiable information will be treated as confidential and will not be disclosed to any other persons outside the requirements of the above agreed purpose(s), without agreement of the ‘data controller’. Any organisational information marked as ‘commercial’ or ‘sensitive’ or by implication of the subject could prejudice the commercial interests of either party will be treated as confidential. 6. A DRC email account to be used to send and receive personally identifiable data. 7. Where the activities performed by the contractor (in this case LSP) do not require them to process information but they may become party to it by overseeing or overhearing, they will be required to keep such information confidential. 8. Any breach of the terms of this agreement may result in termination of arrangements (including formal contracts) and legal action may be taken. 9. The organisation (in this case LSP) is responsible for ensuring their staff/sub-contractors adhere to the terms of this agreement. Declaration I agree to the above terms and conditions (Recipient) Signed: ______________________________ Print Name: _______________________________ Company Name (if applicable): ____________________________________ Date: _____________ Representative of the ‘data controller’ (Disclosing party) Signed: _________________________________ Print Name: ________________________________ Organisation: Deafness Resource Centre Ltd Date: __________

Receiving Party shall not disclose the fact that Agreement was agreed or negotiated.

NotMentioned

Non-Disclosure and Confidentiality Agreement (Data Protection) Background Information Where an organisation or a non-NHS agency or individual is engaged to carry out or support an NHS or public sector function, the appropriate confidentiality and security requirements must be agreed. The standard specified in the agreement should be consistent with the Information Governance standards expected of NHS and other public sector organisations. These are based on the requirements of the Human Rights Act 1998 and ‘common law duty of confidentiality’. The Data Protection Act 1998 reiterates this point and makes it a legal requirement that effective agreements exist where a third party processes data. In addition for support functions that do not directly process data but may become party to it, it is a requirement to keep information confidential. In addition the organisation requires any contracted individual or organisation (in this case LSPs) to respect any commercial confidentiality and intellectual property claimed by the organisation in the provision and handling of documentation and information. Any patient information, particularly their health or treatment details, is highly sensitive. If such information was leaked to the wrong people, it could cause severe embarrassment to the patients concerned, their families and to the organisation. There could be legal action following such a breach of confidentiality. In addition any inappropriate or unauthorised disclosure of commercially sensitive information or unlicensed reuse of intellectual property could be subject to legal action. The Agreement: This agreement relates to requirements of the Data Protection Act 1998, the Human Rights Act 1998, the ‘common law duty of confidentiality’ and the Freedom of Information Act (2000). 1. The following terms apply where an organisation or its staff may gain access to, or have provided to it, personal identifiable information (defined within the terms of the Data Protection Act 1998) when working for, or with the ‘data controller’. It also applies where the contracted third party is privilege to commercially sensitive information, security related information and any intellectual property of the contracting organisation. 2. The access referred to in point 1 above may include: a. Access to or sharing of information held in any electronic format or on paper b. Information that is part of verbal discussions 3. Any information (personal or organisational) will only be used for purposes agreed between the organisations. Information will be retained for a period agreed between the parties and destroyed by an agreed method. Agreed purposes are: To provide communication support in line with Deafness Resource Centre terms and conditions Agreed retention period: upon completion of assignment and invoicing Agreed destruction method: Shredding of paper based information and deletion of electronic information 4. Any work involving access to personal identifiable information will be done by formally authorised staff of the organisation (except as provided in paragraph 5 below). The organisation shall keep a record of all such authorisations. Information containing a unique number (e.g. NHS, NI or organisational) or a combination of items from the following list is “personal identifiable data”: Name, Address, Postcode, Date of Birth, Other Dates (i.e. death, diagnosis), Sex, Ethnic Group or Occupation. 5. All personal identifiable information will be treated as confidential and will not be disclosed to any other persons outside the requirements of the above agreed purpose(s), without agreement of the ‘data controller’. Any organisational information marked as ‘commercial’ or ‘sensitive’ or by implication of the subject could prejudice the commercial interests of either party will be treated as confidential. 6. A DRC email account to be used to send and receive personally identifiable data. 7. Where the activities performed by the contractor (in this case LSP) do not require them to process information but they may become party to it by overseeing or overhearing, they will be required to keep such information confidential. 8. Any breach of the terms of this agreement may result in termination of arrangements (including formal contracts) and legal action may be taken. 9. The organisation (in this case LSP) is responsible for ensuring their staff/sub-contractors adhere to the terms of this agreement. Declaration I agree to the above terms and conditions (Recipient) Signed: ______________________________ Print Name: _______________________________ Company Name (if applicable): ____________________________________ Date: _____________ Representative of the ‘data controller’ (Disclosing party) Signed: _________________________________ Print Name: ________________________________ Organisation: Deafness Resource Centre Ltd Date: __________

Confidential Information shall only include technical information.

Contradiction

Non-Disclosure and Confidentiality Agreement (Data Protection) Background Information Where an organisation or a non-NHS agency or individual is engaged to carry out or support an NHS or public sector function, the appropriate confidentiality and security requirements must be agreed. The standard specified in the agreement should be consistent with the Information Governance standards expected of NHS and other public sector organisations. These are based on the requirements of the Human Rights Act 1998 and ‘common law duty of confidentiality’. The Data Protection Act 1998 reiterates this point and makes it a legal requirement that effective agreements exist where a third party processes data. In addition for support functions that do not directly process data but may become party to it, it is a requirement to keep information confidential. In addition the organisation requires any contracted individual or organisation (in this case LSPs) to respect any commercial confidentiality and intellectual property claimed by the organisation in the provision and handling of documentation and information. Any patient information, particularly their health or treatment details, is highly sensitive. If such information was leaked to the wrong people, it could cause severe embarrassment to the patients concerned, their families and to the organisation. There could be legal action following such a breach of confidentiality. In addition any inappropriate or unauthorised disclosure of commercially sensitive information or unlicensed reuse of intellectual property could be subject to legal action. The Agreement: This agreement relates to requirements of the Data Protection Act 1998, the Human Rights Act 1998, the ‘common law duty of confidentiality’ and the Freedom of Information Act (2000). 1. The following terms apply where an organisation or its staff may gain access to, or have provided to it, personal identifiable information (defined within the terms of the Data Protection Act 1998) when working for, or with the ‘data controller’. It also applies where the contracted third party is privilege to commercially sensitive information, security related information and any intellectual property of the contracting organisation. 2. The access referred to in point 1 above may include: a. Access to or sharing of information held in any electronic format or on paper b. Information that is part of verbal discussions 3. Any information (personal or organisational) will only be used for purposes agreed between the organisations. Information will be retained for a period agreed between the parties and destroyed by an agreed method. Agreed purposes are: To provide communication support in line with Deafness Resource Centre terms and conditions Agreed retention period: upon completion of assignment and invoicing Agreed destruction method: Shredding of paper based information and deletion of electronic information 4. Any work involving access to personal identifiable information will be done by formally authorised staff of the organisation (except as provided in paragraph 5 below). The organisation shall keep a record of all such authorisations. Information containing a unique number (e.g. NHS, NI or organisational) or a combination of items from the following list is “personal identifiable data”: Name, Address, Postcode, Date of Birth, Other Dates (i.e. death, diagnosis), Sex, Ethnic Group or Occupation. 5. All personal identifiable information will be treated as confidential and will not be disclosed to any other persons outside the requirements of the above agreed purpose(s), without agreement of the ‘data controller’. Any organisational information marked as ‘commercial’ or ‘sensitive’ or by implication of the subject could prejudice the commercial interests of either party will be treated as confidential. 6. A DRC email account to be used to send and receive personally identifiable data. 7. Where the activities performed by the contractor (in this case LSP) do not require them to process information but they may become party to it by overseeing or overhearing, they will be required to keep such information confidential. 8. Any breach of the terms of this agreement may result in termination of arrangements (including formal contracts) and legal action may be taken. 9. The organisation (in this case LSP) is responsible for ensuring their staff/sub-contractors adhere to the terms of this agreement. Declaration I agree to the above terms and conditions (Recipient) Signed: ______________________________ Print Name: _______________________________ Company Name (if applicable): ____________________________________ Date: _____________ Representative of the ‘data controller’ (Disclosing party) Signed: _________________________________ Print Name: ________________________________ Organisation: Deafness Resource Centre Ltd Date: __________

All Confidential Information shall be expressly identified by the Disclosing Party.

Entailment

Non-Disclosure and Confidentiality Agreement (Data Protection) Background Information Where an organisation or a non-NHS agency or individual is engaged to carry out or support an NHS or public sector function, the appropriate confidentiality and security requirements must be agreed. The standard specified in the agreement should be consistent with the Information Governance standards expected of NHS and other public sector organisations. These are based on the requirements of the Human Rights Act 1998 and ‘common law duty of confidentiality’. The Data Protection Act 1998 reiterates this point and makes it a legal requirement that effective agreements exist where a third party processes data. In addition for support functions that do not directly process data but may become party to it, it is a requirement to keep information confidential. In addition the organisation requires any contracted individual or organisation (in this case LSPs) to respect any commercial confidentiality and intellectual property claimed by the organisation in the provision and handling of documentation and information. Any patient information, particularly their health or treatment details, is highly sensitive. If such information was leaked to the wrong people, it could cause severe embarrassment to the patients concerned, their families and to the organisation. There could be legal action following such a breach of confidentiality. In addition any inappropriate or unauthorised disclosure of commercially sensitive information or unlicensed reuse of intellectual property could be subject to legal action. The Agreement: This agreement relates to requirements of the Data Protection Act 1998, the Human Rights Act 1998, the ‘common law duty of confidentiality’ and the Freedom of Information Act (2000). 1. The following terms apply where an organisation or its staff may gain access to, or have provided to it, personal identifiable information (defined within the terms of the Data Protection Act 1998) when working for, or with the ‘data controller’. It also applies where the contracted third party is privilege to commercially sensitive information, security related information and any intellectual property of the contracting organisation. 2. The access referred to in point 1 above may include: a. Access to or sharing of information held in any electronic format or on paper b. Information that is part of verbal discussions 3. Any information (personal or organisational) will only be used for purposes agreed between the organisations. Information will be retained for a period agreed between the parties and destroyed by an agreed method. Agreed purposes are: To provide communication support in line with Deafness Resource Centre terms and conditions Agreed retention period: upon completion of assignment and invoicing Agreed destruction method: Shredding of paper based information and deletion of electronic information 4. Any work involving access to personal identifiable information will be done by formally authorised staff of the organisation (except as provided in paragraph 5 below). The organisation shall keep a record of all such authorisations. Information containing a unique number (e.g. NHS, NI or organisational) or a combination of items from the following list is “personal identifiable data”: Name, Address, Postcode, Date of Birth, Other Dates (i.e. death, diagnosis), Sex, Ethnic Group or Occupation. 5. All personal identifiable information will be treated as confidential and will not be disclosed to any other persons outside the requirements of the above agreed purpose(s), without agreement of the ‘data controller’. Any organisational information marked as ‘commercial’ or ‘sensitive’ or by implication of the subject could prejudice the commercial interests of either party will be treated as confidential. 6. A DRC email account to be used to send and receive personally identifiable data. 7. Where the activities performed by the contractor (in this case LSP) do not require them to process information but they may become party to it by overseeing or overhearing, they will be required to keep such information confidential. 8. Any breach of the terms of this agreement may result in termination of arrangements (including formal contracts) and legal action may be taken. 9. The organisation (in this case LSP) is responsible for ensuring their staff/sub-contractors adhere to the terms of this agreement. Declaration I agree to the above terms and conditions (Recipient) Signed: ______________________________ Print Name: _______________________________ Company Name (if applicable): ____________________________________ Date: _____________ Representative of the ‘data controller’ (Disclosing party) Signed: _________________________________ Print Name: ________________________________ Organisation: Deafness Resource Centre Ltd Date: __________

Some obligations of Agreement may survive termination of Agreement.

NotMentioned

Non-Disclosure and Confidentiality Agreement (Data Protection) Background Information Where an organisation or a non-NHS agency or individual is engaged to carry out or support an NHS or public sector function, the appropriate confidentiality and security requirements must be agreed. The standard specified in the agreement should be consistent with the Information Governance standards expected of NHS and other public sector organisations. These are based on the requirements of the Human Rights Act 1998 and ‘common law duty of confidentiality’. The Data Protection Act 1998 reiterates this point and makes it a legal requirement that effective agreements exist where a third party processes data. In addition for support functions that do not directly process data but may become party to it, it is a requirement to keep information confidential. In addition the organisation requires any contracted individual or organisation (in this case LSPs) to respect any commercial confidentiality and intellectual property claimed by the organisation in the provision and handling of documentation and information. Any patient information, particularly their health or treatment details, is highly sensitive. If such information was leaked to the wrong people, it could cause severe embarrassment to the patients concerned, their families and to the organisation. There could be legal action following such a breach of confidentiality. In addition any inappropriate or unauthorised disclosure of commercially sensitive information or unlicensed reuse of intellectual property could be subject to legal action. The Agreement: This agreement relates to requirements of the Data Protection Act 1998, the Human Rights Act 1998, the ‘common law duty of confidentiality’ and the Freedom of Information Act (2000). 1. The following terms apply where an organisation or its staff may gain access to, or have provided to it, personal identifiable information (defined within the terms of the Data Protection Act 1998) when working for, or with the ‘data controller’. It also applies where the contracted third party is privilege to commercially sensitive information, security related information and any intellectual property of the contracting organisation. 2. The access referred to in point 1 above may include: a. Access to or sharing of information held in any electronic format or on paper b. Information that is part of verbal discussions 3. Any information (personal or organisational) will only be used for purposes agreed between the organisations. Information will be retained for a period agreed between the parties and destroyed by an agreed method. Agreed purposes are: To provide communication support in line with Deafness Resource Centre terms and conditions Agreed retention period: upon completion of assignment and invoicing Agreed destruction method: Shredding of paper based information and deletion of electronic information 4. Any work involving access to personal identifiable information will be done by formally authorised staff of the organisation (except as provided in paragraph 5 below). The organisation shall keep a record of all such authorisations. Information containing a unique number (e.g. NHS, NI or organisational) or a combination of items from the following list is “personal identifiable data”: Name, Address, Postcode, Date of Birth, Other Dates (i.e. death, diagnosis), Sex, Ethnic Group or Occupation. 5. All personal identifiable information will be treated as confidential and will not be disclosed to any other persons outside the requirements of the above agreed purpose(s), without agreement of the ‘data controller’. Any organisational information marked as ‘commercial’ or ‘sensitive’ or by implication of the subject could prejudice the commercial interests of either party will be treated as confidential. 6. A DRC email account to be used to send and receive personally identifiable data. 7. Where the activities performed by the contractor (in this case LSP) do not require them to process information but they may become party to it by overseeing or overhearing, they will be required to keep such information confidential. 8. Any breach of the terms of this agreement may result in termination of arrangements (including formal contracts) and legal action may be taken. 9. The organisation (in this case LSP) is responsible for ensuring their staff/sub-contractors adhere to the terms of this agreement. Declaration I agree to the above terms and conditions (Recipient) Signed: ______________________________ Print Name: _______________________________ Company Name (if applicable): ____________________________________ Date: _____________ Representative of the ‘data controller’ (Disclosing party) Signed: _________________________________ Print Name: ________________________________ Organisation: Deafness Resource Centre Ltd Date: __________

Receiving Party may independently develop information similar to Confidential Information.

NotMentioned

Non-Disclosure and Confidentiality Agreement (Data Protection) Background Information Where an organisation or a non-NHS agency or individual is engaged to carry out or support an NHS or public sector function, the appropriate confidentiality and security requirements must be agreed. The standard specified in the agreement should be consistent with the Information Governance standards expected of NHS and other public sector organisations. These are based on the requirements of the Human Rights Act 1998 and ‘common law duty of confidentiality’. The Data Protection Act 1998 reiterates this point and makes it a legal requirement that effective agreements exist where a third party processes data. In addition for support functions that do not directly process data but may become party to it, it is a requirement to keep information confidential. In addition the organisation requires any contracted individual or organisation (in this case LSPs) to respect any commercial confidentiality and intellectual property claimed by the organisation in the provision and handling of documentation and information. Any patient information, particularly their health or treatment details, is highly sensitive. If such information was leaked to the wrong people, it could cause severe embarrassment to the patients concerned, their families and to the organisation. There could be legal action following such a breach of confidentiality. In addition any inappropriate or unauthorised disclosure of commercially sensitive information or unlicensed reuse of intellectual property could be subject to legal action. The Agreement: This agreement relates to requirements of the Data Protection Act 1998, the Human Rights Act 1998, the ‘common law duty of confidentiality’ and the Freedom of Information Act (2000). 1. The following terms apply where an organisation or its staff may gain access to, or have provided to it, personal identifiable information (defined within the terms of the Data Protection Act 1998) when working for, or with the ‘data controller’. It also applies where the contracted third party is privilege to commercially sensitive information, security related information and any intellectual property of the contracting organisation. 2. The access referred to in point 1 above may include: a. Access to or sharing of information held in any electronic format or on paper b. Information that is part of verbal discussions 3. Any information (personal or organisational) will only be used for purposes agreed between the organisations. Information will be retained for a period agreed between the parties and destroyed by an agreed method. Agreed purposes are: To provide communication support in line with Deafness Resource Centre terms and conditions Agreed retention period: upon completion of assignment and invoicing Agreed destruction method: Shredding of paper based information and deletion of electronic information 4. Any work involving access to personal identifiable information will be done by formally authorised staff of the organisation (except as provided in paragraph 5 below). The organisation shall keep a record of all such authorisations. Information containing a unique number (e.g. NHS, NI or organisational) or a combination of items from the following list is “personal identifiable data”: Name, Address, Postcode, Date of Birth, Other Dates (i.e. death, diagnosis), Sex, Ethnic Group or Occupation. 5. All personal identifiable information will be treated as confidential and will not be disclosed to any other persons outside the requirements of the above agreed purpose(s), without agreement of the ‘data controller’. Any organisational information marked as ‘commercial’ or ‘sensitive’ or by implication of the subject could prejudice the commercial interests of either party will be treated as confidential. 6. A DRC email account to be used to send and receive personally identifiable data. 7. Where the activities performed by the contractor (in this case LSP) do not require them to process information but they may become party to it by overseeing or overhearing, they will be required to keep such information confidential. 8. Any breach of the terms of this agreement may result in termination of arrangements (including formal contracts) and legal action may be taken. 9. The organisation (in this case LSP) is responsible for ensuring their staff/sub-contractors adhere to the terms of this agreement. Declaration I agree to the above terms and conditions (Recipient) Signed: ______________________________ Print Name: _______________________________ Company Name (if applicable): ____________________________________ Date: _____________ Representative of the ‘data controller’ (Disclosing party) Signed: _________________________________ Print Name: ________________________________ Organisation: Deafness Resource Centre Ltd Date: __________

Receiving Party may retain some Confidential Information even after the return or destruction of Confidential Information.

NotMentioned

Non-Disclosure and Confidentiality Agreement (Data Protection) Background Information Where an organisation or a non-NHS agency or individual is engaged to carry out or support an NHS or public sector function, the appropriate confidentiality and security requirements must be agreed. The standard specified in the agreement should be consistent with the Information Governance standards expected of NHS and other public sector organisations. These are based on the requirements of the Human Rights Act 1998 and ‘common law duty of confidentiality’. The Data Protection Act 1998 reiterates this point and makes it a legal requirement that effective agreements exist where a third party processes data. In addition for support functions that do not directly process data but may become party to it, it is a requirement to keep information confidential. In addition the organisation requires any contracted individual or organisation (in this case LSPs) to respect any commercial confidentiality and intellectual property claimed by the organisation in the provision and handling of documentation and information. Any patient information, particularly their health or treatment details, is highly sensitive. If such information was leaked to the wrong people, it could cause severe embarrassment to the patients concerned, their families and to the organisation. There could be legal action following such a breach of confidentiality. In addition any inappropriate or unauthorised disclosure of commercially sensitive information or unlicensed reuse of intellectual property could be subject to legal action. The Agreement: This agreement relates to requirements of the Data Protection Act 1998, the Human Rights Act 1998, the ‘common law duty of confidentiality’ and the Freedom of Information Act (2000). 1. The following terms apply where an organisation or its staff may gain access to, or have provided to it, personal identifiable information (defined within the terms of the Data Protection Act 1998) when working for, or with the ‘data controller’. It also applies where the contracted third party is privilege to commercially sensitive information, security related information and any intellectual property of the contracting organisation. 2. The access referred to in point 1 above may include: a. Access to or sharing of information held in any electronic format or on paper b. Information that is part of verbal discussions 3. Any information (personal or organisational) will only be used for purposes agreed between the organisations. Information will be retained for a period agreed between the parties and destroyed by an agreed method. Agreed purposes are: To provide communication support in line with Deafness Resource Centre terms and conditions Agreed retention period: upon completion of assignment and invoicing Agreed destruction method: Shredding of paper based information and deletion of electronic information 4. Any work involving access to personal identifiable information will be done by formally authorised staff of the organisation (except as provided in paragraph 5 below). The organisation shall keep a record of all such authorisations. Information containing a unique number (e.g. NHS, NI or organisational) or a combination of items from the following list is “personal identifiable data”: Name, Address, Postcode, Date of Birth, Other Dates (i.e. death, diagnosis), Sex, Ethnic Group or Occupation. 5. All personal identifiable information will be treated as confidential and will not be disclosed to any other persons outside the requirements of the above agreed purpose(s), without agreement of the ‘data controller’. Any organisational information marked as ‘commercial’ or ‘sensitive’ or by implication of the subject could prejudice the commercial interests of either party will be treated as confidential. 6. A DRC email account to be used to send and receive personally identifiable data. 7. Where the activities performed by the contractor (in this case LSP) do not require them to process information but they may become party to it by overseeing or overhearing, they will be required to keep such information confidential. 8. Any breach of the terms of this agreement may result in termination of arrangements (including formal contracts) and legal action may be taken. 9. The organisation (in this case LSP) is responsible for ensuring their staff/sub-contractors adhere to the terms of this agreement. Declaration I agree to the above terms and conditions (Recipient) Signed: ______________________________ Print Name: _______________________________ Company Name (if applicable): ____________________________________ Date: _____________ Representative of the ‘data controller’ (Disclosing party) Signed: _________________________________ Print Name: ________________________________ Organisation: Deafness Resource Centre Ltd Date: __________

Confidential Information may include verbally conveyed information.

Entailment

Non-Disclosure and Confidentiality Agreement (Data Protection) Background Information Where an organisation or a non-NHS agency or individual is engaged to carry out or support an NHS or public sector function, the appropriate confidentiality and security requirements must be agreed. The standard specified in the agreement should be consistent with the Information Governance standards expected of NHS and other public sector organisations. These are based on the requirements of the Human Rights Act 1998 and ‘common law duty of confidentiality’. The Data Protection Act 1998 reiterates this point and makes it a legal requirement that effective agreements exist where a third party processes data. In addition for support functions that do not directly process data but may become party to it, it is a requirement to keep information confidential. In addition the organisation requires any contracted individual or organisation (in this case LSPs) to respect any commercial confidentiality and intellectual property claimed by the organisation in the provision and handling of documentation and information. Any patient information, particularly their health or treatment details, is highly sensitive. If such information was leaked to the wrong people, it could cause severe embarrassment to the patients concerned, their families and to the organisation. There could be legal action following such a breach of confidentiality. In addition any inappropriate or unauthorised disclosure of commercially sensitive information or unlicensed reuse of intellectual property could be subject to legal action. The Agreement: This agreement relates to requirements of the Data Protection Act 1998, the Human Rights Act 1998, the ‘common law duty of confidentiality’ and the Freedom of Information Act (2000). 1. The following terms apply where an organisation or its staff may gain access to, or have provided to it, personal identifiable information (defined within the terms of the Data Protection Act 1998) when working for, or with the ‘data controller’. It also applies where the contracted third party is privilege to commercially sensitive information, security related information and any intellectual property of the contracting organisation. 2. The access referred to in point 1 above may include: a. Access to or sharing of information held in any electronic format or on paper b. Information that is part of verbal discussions 3. Any information (personal or organisational) will only be used for purposes agreed between the organisations. Information will be retained for a period agreed between the parties and destroyed by an agreed method. Agreed purposes are: To provide communication support in line with Deafness Resource Centre terms and conditions Agreed retention period: upon completion of assignment and invoicing Agreed destruction method: Shredding of paper based information and deletion of electronic information 4. Any work involving access to personal identifiable information will be done by formally authorised staff of the organisation (except as provided in paragraph 5 below). The organisation shall keep a record of all such authorisations. Information containing a unique number (e.g. NHS, NI or organisational) or a combination of items from the following list is “personal identifiable data”: Name, Address, Postcode, Date of Birth, Other Dates (i.e. death, diagnosis), Sex, Ethnic Group or Occupation. 5. All personal identifiable information will be treated as confidential and will not be disclosed to any other persons outside the requirements of the above agreed purpose(s), without agreement of the ‘data controller’. Any organisational information marked as ‘commercial’ or ‘sensitive’ or by implication of the subject could prejudice the commercial interests of either party will be treated as confidential. 6. A DRC email account to be used to send and receive personally identifiable data. 7. Where the activities performed by the contractor (in this case LSP) do not require them to process information but they may become party to it by overseeing or overhearing, they will be required to keep such information confidential. 8. Any breach of the terms of this agreement may result in termination of arrangements (including formal contracts) and legal action may be taken. 9. The organisation (in this case LSP) is responsible for ensuring their staff/sub-contractors adhere to the terms of this agreement. Declaration I agree to the above terms and conditions (Recipient) Signed: ______________________________ Print Name: _______________________________ Company Name (if applicable): ____________________________________ Date: _____________ Representative of the ‘data controller’ (Disclosing party) Signed: _________________________________ Print Name: ________________________________ Organisation: Deafness Resource Centre Ltd Date: __________

Receiving Party shall not solicit some of Disclosing Party's representatives.

NotMentioned

Non-Disclosure and Confidentiality Agreement (Data Protection) Background Information Where an organisation or a non-NHS agency or individual is engaged to carry out or support an NHS or public sector function, the appropriate confidentiality and security requirements must be agreed. The standard specified in the agreement should be consistent with the Information Governance standards expected of NHS and other public sector organisations. These are based on the requirements of the Human Rights Act 1998 and ‘common law duty of confidentiality’. The Data Protection Act 1998 reiterates this point and makes it a legal requirement that effective agreements exist where a third party processes data. In addition for support functions that do not directly process data but may become party to it, it is a requirement to keep information confidential. In addition the organisation requires any contracted individual or organisation (in this case LSPs) to respect any commercial confidentiality and intellectual property claimed by the organisation in the provision and handling of documentation and information. Any patient information, particularly their health or treatment details, is highly sensitive. If such information was leaked to the wrong people, it could cause severe embarrassment to the patients concerned, their families and to the organisation. There could be legal action following such a breach of confidentiality. In addition any inappropriate or unauthorised disclosure of commercially sensitive information or unlicensed reuse of intellectual property could be subject to legal action. The Agreement: This agreement relates to requirements of the Data Protection Act 1998, the Human Rights Act 1998, the ‘common law duty of confidentiality’ and the Freedom of Information Act (2000). 1. The following terms apply where an organisation or its staff may gain access to, or have provided to it, personal identifiable information (defined within the terms of the Data Protection Act 1998) when working for, or with the ‘data controller’. It also applies where the contracted third party is privilege to commercially sensitive information, security related information and any intellectual property of the contracting organisation. 2. The access referred to in point 1 above may include: a. Access to or sharing of information held in any electronic format or on paper b. Information that is part of verbal discussions 3. Any information (personal or organisational) will only be used for purposes agreed between the organisations. Information will be retained for a period agreed between the parties and destroyed by an agreed method. Agreed purposes are: To provide communication support in line with Deafness Resource Centre terms and conditions Agreed retention period: upon completion of assignment and invoicing Agreed destruction method: Shredding of paper based information and deletion of electronic information 4. Any work involving access to personal identifiable information will be done by formally authorised staff of the organisation (except as provided in paragraph 5 below). The organisation shall keep a record of all such authorisations. Information containing a unique number (e.g. NHS, NI or organisational) or a combination of items from the following list is “personal identifiable data”: Name, Address, Postcode, Date of Birth, Other Dates (i.e. death, diagnosis), Sex, Ethnic Group or Occupation. 5. All personal identifiable information will be treated as confidential and will not be disclosed to any other persons outside the requirements of the above agreed purpose(s), without agreement of the ‘data controller’. Any organisational information marked as ‘commercial’ or ‘sensitive’ or by implication of the subject could prejudice the commercial interests of either party will be treated as confidential. 6. A DRC email account to be used to send and receive personally identifiable data. 7. Where the activities performed by the contractor (in this case LSP) do not require them to process information but they may become party to it by overseeing or overhearing, they will be required to keep such information confidential. 8. Any breach of the terms of this agreement may result in termination of arrangements (including formal contracts) and legal action may be taken. 9. The organisation (in this case LSP) is responsible for ensuring their staff/sub-contractors adhere to the terms of this agreement. Declaration I agree to the above terms and conditions (Recipient) Signed: ______________________________ Print Name: _______________________________ Company Name (if applicable): ____________________________________ Date: _____________ Representative of the ‘data controller’ (Disclosing party) Signed: _________________________________ Print Name: ________________________________ Organisation: Deafness Resource Centre Ltd Date: __________

Receiving Party may share some Confidential Information with some third-parties (including consultants, agents and professional advisors).

NotMentioned

Non-Disclosure and Confidentiality Agreement (Data Protection) Background Information Where an organisation or a non-NHS agency or individual is engaged to carry out or support an NHS or public sector function, the appropriate confidentiality and security requirements must be agreed. The standard specified in the agreement should be consistent with the Information Governance standards expected of NHS and other public sector organisations. These are based on the requirements of the Human Rights Act 1998 and ‘common law duty of confidentiality’. The Data Protection Act 1998 reiterates this point and makes it a legal requirement that effective agreements exist where a third party processes data. In addition for support functions that do not directly process data but may become party to it, it is a requirement to keep information confidential. In addition the organisation requires any contracted individual or organisation (in this case LSPs) to respect any commercial confidentiality and intellectual property claimed by the organisation in the provision and handling of documentation and information. Any patient information, particularly their health or treatment details, is highly sensitive. If such information was leaked to the wrong people, it could cause severe embarrassment to the patients concerned, their families and to the organisation. There could be legal action following such a breach of confidentiality. In addition any inappropriate or unauthorised disclosure of commercially sensitive information or unlicensed reuse of intellectual property could be subject to legal action. The Agreement: This agreement relates to requirements of the Data Protection Act 1998, the Human Rights Act 1998, the ‘common law duty of confidentiality’ and the Freedom of Information Act (2000). 1. The following terms apply where an organisation or its staff may gain access to, or have provided to it, personal identifiable information (defined within the terms of the Data Protection Act 1998) when working for, or with the ‘data controller’. It also applies where the contracted third party is privilege to commercially sensitive information, security related information and any intellectual property of the contracting organisation. 2. The access referred to in point 1 above may include: a. Access to or sharing of information held in any electronic format or on paper b. Information that is part of verbal discussions 3. Any information (personal or organisational) will only be used for purposes agreed between the organisations. Information will be retained for a period agreed between the parties and destroyed by an agreed method. Agreed purposes are: To provide communication support in line with Deafness Resource Centre terms and conditions Agreed retention period: upon completion of assignment and invoicing Agreed destruction method: Shredding of paper based information and deletion of electronic information 4. Any work involving access to personal identifiable information will be done by formally authorised staff of the organisation (except as provided in paragraph 5 below). The organisation shall keep a record of all such authorisations. Information containing a unique number (e.g. NHS, NI or organisational) or a combination of items from the following list is “personal identifiable data”: Name, Address, Postcode, Date of Birth, Other Dates (i.e. death, diagnosis), Sex, Ethnic Group or Occupation. 5. All personal identifiable information will be treated as confidential and will not be disclosed to any other persons outside the requirements of the above agreed purpose(s), without agreement of the ‘data controller’. Any organisational information marked as ‘commercial’ or ‘sensitive’ or by implication of the subject could prejudice the commercial interests of either party will be treated as confidential. 6. A DRC email account to be used to send and receive personally identifiable data. 7. Where the activities performed by the contractor (in this case LSP) do not require them to process information but they may become party to it by overseeing or overhearing, they will be required to keep such information confidential. 8. Any breach of the terms of this agreement may result in termination of arrangements (including formal contracts) and legal action may be taken. 9. The organisation (in this case LSP) is responsible for ensuring their staff/sub-contractors adhere to the terms of this agreement. Declaration I agree to the above terms and conditions (Recipient) Signed: ______________________________ Print Name: _______________________________ Company Name (if applicable): ____________________________________ Date: _____________ Representative of the ‘data controller’ (Disclosing party) Signed: _________________________________ Print Name: ________________________________ Organisation: Deafness Resource Centre Ltd Date: __________

Receiving Party may create a copy of some Confidential Information in some circumstances.

NotMentioned

Non-Disclosure and Confidentiality Agreement (Data Protection) Background Information Where an organisation or a non-NHS agency or individual is engaged to carry out or support an NHS or public sector function, the appropriate confidentiality and security requirements must be agreed. The standard specified in the agreement should be consistent with the Information Governance standards expected of NHS and other public sector organisations. These are based on the requirements of the Human Rights Act 1998 and ‘common law duty of confidentiality’. The Data Protection Act 1998 reiterates this point and makes it a legal requirement that effective agreements exist where a third party processes data. In addition for support functions that do not directly process data but may become party to it, it is a requirement to keep information confidential. In addition the organisation requires any contracted individual or organisation (in this case LSPs) to respect any commercial confidentiality and intellectual property claimed by the organisation in the provision and handling of documentation and information. Any patient information, particularly their health or treatment details, is highly sensitive. If such information was leaked to the wrong people, it could cause severe embarrassment to the patients concerned, their families and to the organisation. There could be legal action following such a breach of confidentiality. In addition any inappropriate or unauthorised disclosure of commercially sensitive information or unlicensed reuse of intellectual property could be subject to legal action. The Agreement: This agreement relates to requirements of the Data Protection Act 1998, the Human Rights Act 1998, the ‘common law duty of confidentiality’ and the Freedom of Information Act (2000). 1. The following terms apply where an organisation or its staff may gain access to, or have provided to it, personal identifiable information (defined within the terms of the Data Protection Act 1998) when working for, or with the ‘data controller’. It also applies where the contracted third party is privilege to commercially sensitive information, security related information and any intellectual property of the contracting organisation. 2. The access referred to in point 1 above may include: a. Access to or sharing of information held in any electronic format or on paper b. Information that is part of verbal discussions 3. Any information (personal or organisational) will only be used for purposes agreed between the organisations. Information will be retained for a period agreed between the parties and destroyed by an agreed method. Agreed purposes are: To provide communication support in line with Deafness Resource Centre terms and conditions Agreed retention period: upon completion of assignment and invoicing Agreed destruction method: Shredding of paper based information and deletion of electronic information 4. Any work involving access to personal identifiable information will be done by formally authorised staff of the organisation (except as provided in paragraph 5 below). The organisation shall keep a record of all such authorisations. Information containing a unique number (e.g. NHS, NI or organisational) or a combination of items from the following list is “personal identifiable data”: Name, Address, Postcode, Date of Birth, Other Dates (i.e. death, diagnosis), Sex, Ethnic Group or Occupation. 5. All personal identifiable information will be treated as confidential and will not be disclosed to any other persons outside the requirements of the above agreed purpose(s), without agreement of the ‘data controller’. Any organisational information marked as ‘commercial’ or ‘sensitive’ or by implication of the subject could prejudice the commercial interests of either party will be treated as confidential. 6. A DRC email account to be used to send and receive personally identifiable data. 7. Where the activities performed by the contractor (in this case LSP) do not require them to process information but they may become party to it by overseeing or overhearing, they will be required to keep such information confidential. 8. Any breach of the terms of this agreement may result in termination of arrangements (including formal contracts) and legal action may be taken. 9. The organisation (in this case LSP) is responsible for ensuring their staff/sub-contractors adhere to the terms of this agreement. Declaration I agree to the above terms and conditions (Recipient) Signed: ______________________________ Print Name: _______________________________ Company Name (if applicable): ____________________________________ Date: _____________ Representative of the ‘data controller’ (Disclosing party) Signed: _________________________________ Print Name: ________________________________ Organisation: Deafness Resource Centre Ltd Date: __________

Receiving Party shall notify Disclosing Party in case Receiving Party is required by law, regulation or judicial process to disclose any Confidential Information.

NotMentioned

Non-Disclosure and Confidentiality Agreement (Data Protection) Background Information Where an organisation or a non-NHS agency or individual is engaged to carry out or support an NHS or public sector function, the appropriate confidentiality and security requirements must be agreed. The standard specified in the agreement should be consistent with the Information Governance standards expected of NHS and other public sector organisations. These are based on the requirements of the Human Rights Act 1998 and ‘common law duty of confidentiality’. The Data Protection Act 1998 reiterates this point and makes it a legal requirement that effective agreements exist where a third party processes data. In addition for support functions that do not directly process data but may become party to it, it is a requirement to keep information confidential. In addition the organisation requires any contracted individual or organisation (in this case LSPs) to respect any commercial confidentiality and intellectual property claimed by the organisation in the provision and handling of documentation and information. Any patient information, particularly their health or treatment details, is highly sensitive. If such information was leaked to the wrong people, it could cause severe embarrassment to the patients concerned, their families and to the organisation. There could be legal action following such a breach of confidentiality. In addition any inappropriate or unauthorised disclosure of commercially sensitive information or unlicensed reuse of intellectual property could be subject to legal action. The Agreement: This agreement relates to requirements of the Data Protection Act 1998, the Human Rights Act 1998, the ‘common law duty of confidentiality’ and the Freedom of Information Act (2000). 1. The following terms apply where an organisation or its staff may gain access to, or have provided to it, personal identifiable information (defined within the terms of the Data Protection Act 1998) when working for, or with the ‘data controller’. It also applies where the contracted third party is privilege to commercially sensitive information, security related information and any intellectual property of the contracting organisation. 2. The access referred to in point 1 above may include: a. Access to or sharing of information held in any electronic format or on paper b. Information that is part of verbal discussions 3. Any information (personal or organisational) will only be used for purposes agreed between the organisations. Information will be retained for a period agreed between the parties and destroyed by an agreed method. Agreed purposes are: To provide communication support in line with Deafness Resource Centre terms and conditions Agreed retention period: upon completion of assignment and invoicing Agreed destruction method: Shredding of paper based information and deletion of electronic information 4. Any work involving access to personal identifiable information will be done by formally authorised staff of the organisation (except as provided in paragraph 5 below). The organisation shall keep a record of all such authorisations. Information containing a unique number (e.g. NHS, NI or organisational) or a combination of items from the following list is “personal identifiable data”: Name, Address, Postcode, Date of Birth, Other Dates (i.e. death, diagnosis), Sex, Ethnic Group or Occupation. 5. All personal identifiable information will be treated as confidential and will not be disclosed to any other persons outside the requirements of the above agreed purpose(s), without agreement of the ‘data controller’. Any organisational information marked as ‘commercial’ or ‘sensitive’ or by implication of the subject could prejudice the commercial interests of either party will be treated as confidential. 6. A DRC email account to be used to send and receive personally identifiable data. 7. Where the activities performed by the contractor (in this case LSP) do not require them to process information but they may become party to it by overseeing or overhearing, they will be required to keep such information confidential. 8. Any breach of the terms of this agreement may result in termination of arrangements (including formal contracts) and legal action may be taken. 9. The organisation (in this case LSP) is responsible for ensuring their staff/sub-contractors adhere to the terms of this agreement. Declaration I agree to the above terms and conditions (Recipient) Signed: ______________________________ Print Name: _______________________________ Company Name (if applicable): ____________________________________ Date: _____________ Representative of the ‘data controller’ (Disclosing party) Signed: _________________________________ Print Name: ________________________________ Organisation: Deafness Resource Centre Ltd Date: __________

Receiving Party may acquire information similar to Confidential Information from a third party.

NotMentioned

Non-Disclosure and Confidentiality Agreement (Data Protection) Background Information Where an organisation or a non-NHS agency or individual is engaged to carry out or support an NHS or public sector function, the appropriate confidentiality and security requirements must be agreed. The standard specified in the agreement should be consistent with the Information Governance standards expected of NHS and other public sector organisations. These are based on the requirements of the Human Rights Act 1998 and ‘common law duty of confidentiality’. The Data Protection Act 1998 reiterates this point and makes it a legal requirement that effective agreements exist where a third party processes data. In addition for support functions that do not directly process data but may become party to it, it is a requirement to keep information confidential. In addition the organisation requires any contracted individual or organisation (in this case LSPs) to respect any commercial confidentiality and intellectual property claimed by the organisation in the provision and handling of documentation and information. Any patient information, particularly their health or treatment details, is highly sensitive. If such information was leaked to the wrong people, it could cause severe embarrassment to the patients concerned, their families and to the organisation. There could be legal action following such a breach of confidentiality. In addition any inappropriate or unauthorised disclosure of commercially sensitive information or unlicensed reuse of intellectual property could be subject to legal action. The Agreement: This agreement relates to requirements of the Data Protection Act 1998, the Human Rights Act 1998, the ‘common law duty of confidentiality’ and the Freedom of Information Act (2000). 1. The following terms apply where an organisation or its staff may gain access to, or have provided to it, personal identifiable information (defined within the terms of the Data Protection Act 1998) when working for, or with the ‘data controller’. It also applies where the contracted third party is privilege to commercially sensitive information, security related information and any intellectual property of the contracting organisation. 2. The access referred to in point 1 above may include: a. Access to or sharing of information held in any electronic format or on paper b. Information that is part of verbal discussions 3. Any information (personal or organisational) will only be used for purposes agreed between the organisations. Information will be retained for a period agreed between the parties and destroyed by an agreed method. Agreed purposes are: To provide communication support in line with Deafness Resource Centre terms and conditions Agreed retention period: upon completion of assignment and invoicing Agreed destruction method: Shredding of paper based information and deletion of electronic information 4. Any work involving access to personal identifiable information will be done by formally authorised staff of the organisation (except as provided in paragraph 5 below). The organisation shall keep a record of all such authorisations. Information containing a unique number (e.g. NHS, NI or organisational) or a combination of items from the following list is “personal identifiable data”: Name, Address, Postcode, Date of Birth, Other Dates (i.e. death, diagnosis), Sex, Ethnic Group or Occupation. 5. All personal identifiable information will be treated as confidential and will not be disclosed to any other persons outside the requirements of the above agreed purpose(s), without agreement of the ‘data controller’. Any organisational information marked as ‘commercial’ or ‘sensitive’ or by implication of the subject could prejudice the commercial interests of either party will be treated as confidential. 6. A DRC email account to be used to send and receive personally identifiable data. 7. Where the activities performed by the contractor (in this case LSP) do not require them to process information but they may become party to it by overseeing or overhearing, they will be required to keep such information confidential. 8. Any breach of the terms of this agreement may result in termination of arrangements (including formal contracts) and legal action may be taken. 9. The organisation (in this case LSP) is responsible for ensuring their staff/sub-contractors adhere to the terms of this agreement. Declaration I agree to the above terms and conditions (Recipient) Signed: ______________________________ Print Name: _______________________________ Company Name (if applicable): ____________________________________ Date: _____________ Representative of the ‘data controller’ (Disclosing party) Signed: _________________________________ Print Name: ________________________________ Organisation: Deafness Resource Centre Ltd Date: __________

Receiving Party may share some Confidential Information with some of Receiving Party's employees.

NotMentioned

Non-Disclosure and Confidentiality Agreement (Data Protection) Background Information Where an organisation or a non-NHS agency or individual is engaged to carry out or support an NHS or public sector function, the appropriate confidentiality and security requirements must be agreed. The standard specified in the agreement should be consistent with the Information Governance standards expected of NHS and other public sector organisations. These are based on the requirements of the Human Rights Act 1998 and ‘common law duty of confidentiality’. The Data Protection Act 1998 reiterates this point and makes it a legal requirement that effective agreements exist where a third party processes data. In addition for support functions that do not directly process data but may become party to it, it is a requirement to keep information confidential. In addition the organisation requires any contracted individual or organisation (in this case LSPs) to respect any commercial confidentiality and intellectual property claimed by the organisation in the provision and handling of documentation and information. Any patient information, particularly their health or treatment details, is highly sensitive. If such information was leaked to the wrong people, it could cause severe embarrassment to the patients concerned, their families and to the organisation. There could be legal action following such a breach of confidentiality. In addition any inappropriate or unauthorised disclosure of commercially sensitive information or unlicensed reuse of intellectual property could be subject to legal action. The Agreement: This agreement relates to requirements of the Data Protection Act 1998, the Human Rights Act 1998, the ‘common law duty of confidentiality’ and the Freedom of Information Act (2000). 1. The following terms apply where an organisation or its staff may gain access to, or have provided to it, personal identifiable information (defined within the terms of the Data Protection Act 1998) when working for, or with the ‘data controller’. It also applies where the contracted third party is privilege to commercially sensitive information, security related information and any intellectual property of the contracting organisation. 2. The access referred to in point 1 above may include: a. Access to or sharing of information held in any electronic format or on paper b. Information that is part of verbal discussions 3. Any information (personal or organisational) will only be used for purposes agreed between the organisations. Information will be retained for a period agreed between the parties and destroyed by an agreed method. Agreed purposes are: To provide communication support in line with Deafness Resource Centre terms and conditions Agreed retention period: upon completion of assignment and invoicing Agreed destruction method: Shredding of paper based information and deletion of electronic information 4. Any work involving access to personal identifiable information will be done by formally authorised staff of the organisation (except as provided in paragraph 5 below). The organisation shall keep a record of all such authorisations. Information containing a unique number (e.g. NHS, NI or organisational) or a combination of items from the following list is “personal identifiable data”: Name, Address, Postcode, Date of Birth, Other Dates (i.e. death, diagnosis), Sex, Ethnic Group or Occupation. 5. All personal identifiable information will be treated as confidential and will not be disclosed to any other persons outside the requirements of the above agreed purpose(s), without agreement of the ‘data controller’. Any organisational information marked as ‘commercial’ or ‘sensitive’ or by implication of the subject could prejudice the commercial interests of either party will be treated as confidential. 6. A DRC email account to be used to send and receive personally identifiable data. 7. Where the activities performed by the contractor (in this case LSP) do not require them to process information but they may become party to it by overseeing or overhearing, they will be required to keep such information confidential. 8. Any breach of the terms of this agreement may result in termination of arrangements (including formal contracts) and legal action may be taken. 9. The organisation (in this case LSP) is responsible for ensuring their staff/sub-contractors adhere to the terms of this agreement. Declaration I agree to the above terms and conditions (Recipient) Signed: ______________________________ Print Name: _______________________________ Company Name (if applicable): ____________________________________ Date: _____________ Representative of the ‘data controller’ (Disclosing party) Signed: _________________________________ Print Name: ________________________________ Organisation: Deafness Resource Centre Ltd Date: __________

Receiving Party shall not use any Confidential Information for any purpose other than the purposes stated in Agreement.

Entailment

Non–Disclosure Agreement Date: this 1st April 2019 Parties: (1) ‘The Donor’: (2) ‘The Recipient’: Albright IP Limited, of County House, Bayshill Road, Cheltenham, GL50 3BA Operative Provisions: 1 In consideration of the disclosure to it by the Donor of information (whether or not contained in documents) relating to a _______________________ (‘the Information’) for the purposes of the preparation, filing and prosecution of one or more patent applications (‘the Applications’) on behalf of the Donor (‘the Purpose’) the Recipient undertakes that it will respect and preserve the confidentiality of the Information and it will not without the express prior consent of the Donor either: 1.1 communicate or otherwise make available the Information to any third party, other than: a) an employee of the Recipient who requires the Information in connection with his employment and then only if the employee is bound by conditions of secrecy no less strict that those set out in this Agreement which conditions Recipient hereby agrees to enforce at the request of the Donor; and/or b) the UK Intellectual Property Office, the European Patent Office, the United States Patent and Trademark Office, the World Intellectual Property Organisation, and any other national or international intellectual property office worldwide, but only with respect to the Applications in accordance with the Purpose; and/or c) any person in any jurisdiction worldwide who has been authorised by the Donor or Recipient to act on behalf of, or otherwise assist, the Donor with respect to one or more of the Applications, and any duly authorised legal representative of the Donor in any jurisdiction worldwide; and/or 1.2 use the Information for any investigation, research, development or manufacture, other than so far as any such activity is essential for the Purpose. 2 The above obligations shall not apply or shall cease to apply to such of the Information as the Recipient can show to the reasonable satisfaction of the Donor: 2.1 has become public knowledge other than through the fault of the Recipient; or 2.2 was already known to the Recipient prior to disclosure by the Donor; or 2.3 has been received from a third party who did not acquire it in confidence from the Donor or from someone owing a duty of confidence to the Donor. 3 The above obligations shall also apply to any sample or article incorporating or derived from the Information and whether or not provided by the Donor (‘Samples’). 4 The Recipient shall, at any time and if so requested by the Donor, return to the Donor (or if the Donor so requests, destroy or erase) all Samples and any documents provided by the Donor recording the Information. 5 The term of this agreement is to be five years from the first disclosure of the Information by the Donor to the Recipient, or until the first public disclosure of the Information, or until the Recipient is authorised to disclose the Information by the Donor to a third party (such as a Patent Office), whichever is shorter. 6 The agreement shall be governed by the courts of England and Wales, and the parties agree to submit to the jurisdiction of the courts of England and Wales. SIGNED by the Donor: ........................................................................................................... ........................................................................................................... SIGNED for and on behalf of the Recipient: ........................................................................................................... Adrian Niall Hocking

Receiving Party shall not reverse engineer any objects which embody Disclosing Party's Confidential Information.

NotMentioned