NON DISCLOSURE AGREEMENT

This agreement is made effective as of 10th June 2014 by and between Omar Zaid Alkilani a
{Collectively known as the !" and # $ncor%orated and o%erating in
&&&&&&&&&&'' {The !(econd arty!"# both collectively or individually referred to
herein as arty and arties'
1' ur%ose
The Omar Zaid Alkilani and (econd arty wish to e)%lore a &&&&'&&
%ossibility under which each may disclose its Confidential $nformation to the other'
2' *efinition
!Confidential $nformation! means any information# technical data or
know+how# including# but not limited to# that which relates to research#
%roducts# services# customers# markets# software# develo%ments# inventions#
%rocesses# designs# drawings# engineering# marketing or finances# disclosed orally or
in written or electronic form# and which is marked or identified by the disclosing
arty as !%ro%rietary! or !confidential!'
Confidential $nformation does not include information# technical data or
know+how which {$" is in the %ossession of the receiving arty at the time of
disclosure as shown by the receiving arty,s files and records immediately %rior to
the time of disclosure- or {ii" %rior or after the time of disclosure becomes %art of
the %ublic knowledge or literature# not as a result of any inaction or action of the
receiving arty# {iii" is a%%roved for release by the disclosing arty# {iv" is
inde%endently develo%ed by the receiving arty without the use of any Confidential
$nformation of the other arty# or {v" has been already in the %ublic domain at the
time of its recei%t by the receiving arty'
.' /on+*isclosure of Confidential $nformation
The Omar Zaid Alkilani and (econd arty each agree not to use the
Confidential $nformation disclosed to it by the other arty for any other %ur%ose
e)ce%t to carry out discussions concerning and the undertaking of any business
relationshi% between the two' /either will disclose the Confidential $nformation
of the other to third %arties or to %roviding arty,s em%loyees e)ce%t em%loyees
who are authori0ed to have the information in order to carry out the contem%lated
business' 1ach arty will ensure that its em%loyees to whom Confidential
$nformation of the other is disclosed shall adhere to this /on+*isclosure
2greement and will notify the other in writing of the names of the %ersons who
have had access to Confidential $nformation of the other arty' 1ach arty agrees
that it will take all reasonable ste%s to %rotect the confidentiality of and avoid
disclosure or use of Confidential $nformation of the other in order to %revent
it from falling into the %ublic domain or the %ossession of unauthori0ed
%ersons' 1ach arty agrees to notify the other in writing of any misuse or
misa%%ro%riation of Confidential $nformation of the other that may come to its
attention'
4' $ntellectual ro%erty 3ights
/othing in this 2greement is intended to grant any rights under any %atent or
co%yright of either arty# nor shall this 2greement grant either arty any rights in
or to the other %arty,s Confidential $nformation# e)ce%t the limited right to
review such Confidential $nformation solely for the %ur%oses of determining
whether to enter into the %ro%osed business relationshi% between the arties and
carrying out such relationshi%' The disclosing arty warrants that it has the right to
disclose its Confidential $nformation to the receiving arty' 4therwise# all
information is %rovided !as is5 and without any warranty# e)%ress# im%lied or
otherwise# regarding its accuracy or %erformance'
6' $nde%endent *evelo%ment
2t all times# the disclosing arty understands that the receiving arty may currently
or in the future be develo%ing information internally# or receiving information
from other %arties that may be similar to the disclosing arty,s Confidential
$nformation' 2ccordingly# nothing in this 2greement shall be construed as a
re%resentation or inference that the receiving arty will not develo% %roducts# or
have %roducts develo%ed for it# that com%ete with the %roducts or systems
contem%lated by the disclosing arty,s confidential information'
7' Term
This 2greement may be terminated at all times with a .0 days %rior written
notice# %rovided however that the confidentiality obligations herein shall
terminate five 869 years following the date of disclosure'
:' ;iscellaneous
This 2greement shall be binding u%on and for the benefit of the undersigned
arties# their successors and assigns# %rovided that Confidential $nformation
may not be assigned without consent of the disclosing arty' <ailure to enforce
any %rovision of this 2greement shall not constitute a waiver of any term hereof'
This 2greement shall be governed by and construed and enforced in accordance
with the laws of =ingdom of (audi 2rabia as they a%%ly to contracts entered into
and wholly to be %erformed in the =ingdom of (audi 2rabia' The =ingdom of
(audi 2rabia courts shall have e)clusive >urisdiction to ad>udicate any dis%ute arising
out of this 2greement'
?' 3emedies
1ach arty agrees that its obligations hereunder are necessary and reasonable in
order to %rotect the other arty,s business# and e)%ressly agrees that monetary
damages would be inade@uate to com%ensate the other arty for any breach of any
covenant or agreement set forth herein' 2ccordingly# each arty agrees and
acknowledges that any such violation or threatened violation will cause
irre%arable in>ury to the other arty and that# in addition to any other
remedies that may be available# in law# at e@uity or otherwise# the other arty
shall be entitled to obtain in>unction relief against the threatened breach of the
2greement or the continuation of any such breach# without the necessity of %roving
actual damages'
A' /otices
2ll notices hereunder shall be sent to either arty at the address and to the
contact %erson s%ecified below# or such other address or contact as the res%ective
arty may s%ecify from time to time in accordance with the %rovisions hereof'
Omar Zaid Alkilani
'4'Bo) &&& 3iyadh &&& (audi 2rabia