RECIPROCAL NON-DISCLOSURE AGREEMENT

This Non-Disclosure Agreement (the "Agreement") shall be effective as of the date of the last signature hereto, by and between ALPIN LIMITED, a company established in Masdar City, Abu Dhabi, with registered address at Office 118, Level 1, Incubator Building, Masdar City, PO Box 135097, Abu Dhabi, United Arab Emirates, (“ALPIN”, "First Party") and the company/person entered in the registration / the participant, a company/person established in the country entered in the registration, with registered address at the address entered in the registration, ("Second Party") for the purpose of preventing the unauthorized disclosure of Confidential Information as defined below. The parties agree to enter into a confidential relationship with respect to the disclosure of certain proprietary and confidential information ("Confidential Information").

BACKGROUND

1. ALPIN would like to enter into an MOU with the second party an to establish ties for the furtherment of the business
2. This is considered a reciprocal agreement where both the First Party and the Second Party agree to exercise proper measures to ensure that shared information is not kept confidential and secret, Both Parties agree that this agreement forms the basis of a strict obligation and duty of secrecy and confidentiality to both Parties as well as any potential clients.
3. Both parties have agreed to comply with the following terms in connection with the use and disclosure of Confidential Information.

AGREED TERMS

1. Definition of Confidential Information. For purposes of this Agreement, "Confidential Information" shall include all information or material of each Party that has or could have commercial value or other utility in the business and which is disclosed by the Disclosing Party, whether or not designated as Confidential Information by the Disclosing Party.
2. Exclusions from Confidential Information. The obligations under this Agreement do not extend to information that is: (a) publicly known at the time of disclosure or subsequently becomes publicly known through no fault of either Party; (b) discovered or created by either Party before disclosure by the other Party; (c) learned by the Either Party through legitimate means other than from the other Party or any representatives.
3. Obligations of both Parties. The Receiving Party of information shall hold and maintain the Confidential Information in strictest confidence for the sole and exclusive benefit of the Disclosing Party. Receiving Party shall carefully restrict access to Confidential Information to employees, contractors and third parties as is reasonably required and shall require those persons to sign nondisclosure restrictions at least as protective as those in this Agreement. Receiving Party shall not, without prior written approval of Disclosing Party, use for Receiving Party's own benefit, publish, copy, or otherwise disclose to others, or permit the use by others for their benefit or to the detriment of Disclosing Party, any Confidential Information. Receiving Party shall return to Disclosing Party any and all records, notes, and other written, printed, or tangible materials in its possession pertaining to Confidential Information immediately if Disclosing Party requests it in writing.
4. Purpose: __General Agreement_____________________________________________, with no connection or limitation with an actual or intended project.
5. Time Periods. The nondisclosure provisions of this Agreement shall survive the termination of this Agreement and both Parties’ duty to hold Confidential Information in confidence shall remain in effect until the Confidential Information no longer qualifies as a trade secret or until the Disclosing Party sends the Receiving Party written notice releasing Receiving Party from this Agreement, whichever occurs first.
6. Severability. If a court finds any provision of this Agreement invalid or unenforceable, the remainder of this Agreement shall be interpreted so as best to effect the intent of the parties.
7. Integration. This Agreement expresses the complete understanding of the parties with respect to the subject matter and supersedes all prior proposals, agreements, representations and understandings. This Agreement may not be amended except in a writing signed by both parties.
8. Waiver. The failure to exercise any right provided in this Agreement shall not be a waiver of prior or subsequent rights.

In witness hereof, each of the parties hereto has duly executed this agreement.