Alliance ExPorts, LLC.

8 Calistoga, Irvine CL92602 United States ofAmerica Tel: (323) 6t7'7ssg - (s62) 810-1087 Fax: (949) 242-4L07

Email: info@allianceexports.corn
web : www.allianceexPorts.com

Non-Disclosure, confidentiality & Non-competition Agreement

party A
its Alliance Exports, LLC.,8 Calistoga Irvine, cAg2602,U.S.A', including subsidiaries and affiliates, ("Party A")

partyB'Ufr+rla,tlrtbl- Lt-A

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("PartvB")

information is required for WHEREAS, exchanging of relevant business and technological Party A and Party B with respect to' the ongoing business discussions or cooperation between Party B through friendly this agreement is entered into by and between Party A and and joint development' consultations and under the principle of mutual benefit

Article One: Definition of Confidential Information

respect to relevant Confidential information refers to data and information with forms ' that have been disclosed businesses and technologies , whether in written or other label or designation of "confidential by either Parfy A or Party B to the other party fith clear ( hereinafter referred to as "confidential information" ) ' excluding the

information,,

following data and information

1.

excePt those disclosed Information that is already or to be make public available ' in violation of this agreement and by either Party A or Party B or their representatives

'

without authorization

of the receiving party Non-confidpntial information that has come to the attention before the disclosriie of the other party ;

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rh" lr**r.tion

LLC' contained lrerein is the property of Alliance Exports, written consent from Alliance specific without duplicated or used released, No portion of this data shall be Exports, LLC.

receiving party.

Non-confidential information offered by either party , before the disclosure of which the receiving party is not informed of the fact thatthe provider of this information ( a third party ) has signed a binding. confidentialify agreement with the party disclosing the non-confidential information undJr this agreement , and the receiving party may reasonably presume that the information discloser is not forbidden to offer the information to the

3'

Article Two: Obligations and Liabilities

Both Parry A and Party B represent to the other parfy as the provider and receiver of confidential information and thus both undertake confidentiality obligations ' and liabilities.
1

( including obligations to be assumed by both parties in the future pursuant to the law and the contracts signed by the two parties ) o

Neither Parfy A nor Parly B shall disclose or make public any confidential information to a third parry ( including the press ) or otherwise make use of the confidential information without the written approval of the other party ; Both parties are obliged to urge their representatives not to disclose or make public any confidential information to a third party ( including the press ) or otherwise make use of the confidential information i unless the disclosure ' publicity and application of the confidential information is required by the due performance of the obligations of the two parties in association with the undertaking and proceeding of the cooperative programs under normal circumstances

(2)

Both parties shall strictly limit the access to the confidential information to their respdnsible representatives only for the purposes specified hereunder. Neither parfy shall provide a third party with copies or duplicates of the confidential information disclosed by the other parly or its representative , whether intentionally or not ' unless the disclosure is allowed by a written agreement signed by the

(3

(4)

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two parties.

In the event that the proceeding ofthe cooperative program ceases or either party shall and shall urge its representatives to ' a destroy or retum to the other parry all confidential information as well as all documents and materials and all duplicates thereof containing confidential information within five working
party quits the program with reasons

(5

The information contaihed herein is tf," No portion of this data shall be released, used oi duplicated wiihout'specific written consent from Alliance Exports, LLC.

days

'

upon the request of the other

pafi

at any time. Nevertheless

'

the parly possessing

the confidential information may keep one piece of the duplicates of the documents or

materials described above only for the purpose enshrined in Article 4 breaching other provisions of this agreement.
(6

hereunder without

Either Party A or Party B shall and shall urge their respective representatives

to treat the confidential information provided by the other party with a degree of care no less than that used for the similar information in its own possession.

However

under no

circumstances shall the treatment of the confidential information be held under a reasonable
degree ofcare.

Article Three: Intellectual Property Rights

Disclosure of the confidentiai informationby either Party A or Party B to the other party
or its representatives shall not be construed to constitute an assignment or grant to the other

parly or its representatives of the rights and interests in relation to its trade secrets ' trademarks , patents , know-how or any other intellectual property ' nor shall it constitute
an assignment or grant to the other parly or its representatives the rights and interests

in

relation to the trade secrets

trademarks

, patents '

know-how

'

or any other intellectual

property authorized by a third party.

Article Four: Preservation and Application of the Confidential Information ( I ) Either Party A or Parfy B has the right to preserve necessary confidential information

'

so as to make use of which in implementing binding laws

'

regulations

'

and

obligations under their cooperative programs.

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Either Party A or Party B has the right to make use of the confidential

information to defend against any claims

hereunder and relevant affairs

lawsuits

'

judicial proceedings

and

accusations towards the receivingparty or its representatives in relation to the programs

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.IP

'

or to respond to summons

'

subpoena

'

or other legal

proceedings with respect to the programs hereunder and relevant affairs.

(3

=4

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) '

Either party can

'

in light of actual demand

'

disclose the confidential

information in any reports

'

statements or certificates submitted to any regulatory organs at

municipal

provincial

'

central'-, or other levels that have jurisdiction or assert having

The information contained herein is the property of Alliance Exports, LLC' No portion of this data shall be released, used or duplicated without specific

written consent from Alliance

Exports,

LLC.

jurisdiction over the receiving party

t

'

after informing the other party in written form and

making a copy for the other party of the disclosed information.

ArticleFive: Non-Competition
Party A has many clients looking for offshore manufacturer to meet their growing needs and

A and its client, and to help better support and build long terms relationship with confidant, the Party B/supplier will not engage in or compete on any business transaction with Party A's client. Non-compete includes but not limited to any discussibn with Party A's customer without prior knowledge of Party A and
cost reduction programs. To protect Party consent, direct business transaction without Party A knowledge and consent and discussion on price, terms and conditions without Party A prior knowledge and consent. This is to better

protect both Parties on potential projects, business, and future transactions as a result
business relationships.

of

It is further understood by both parties that Party B will not engage in any business transaction with Party A's client for the period of two years after the last project

was disclosed.

Article

Six:

Dispute Settlement and Governing Laws

This agreement shall be governed by and be interpreted in accordance with the laws
the State of Califomia, United States of America. With respect to any issues

of

disputes

lawsuits or proceedings arising from or in connection with the rights and obligations of the parties

hereunder the two parties shall irrevocably

accept the jurisdiction of the district

courts of the State of Califomia, United States of America.

Article Seven : Term of the Agreement ( I ) This agreement shall remain effective for one (1)

year

and shall come into force as

from the date when both parties sign and stamp the company chop on the agteement.
(2

This agreement shall be held in two copies of the same form. Each party shall preserve

one copy with equal legal effect.

Party

: :

Address

Tel
Fax

: :

,*w
Postal

IS

Postal Code

Code

Signature of Legal / Authorized Representative :

Signature of Legal / Authorized

w,-,:\

RepresentativeDARREN

COTT CHEW

The information contained herein is the property of Alliance Exports, LLC' No portion of this data shall be released, used or duplicated without specific written consent from Alliance Exports, LLC.

Date
Seal

Date
Seal

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The information contained herein is the property of Alliance Exports, LLC' No portion of this data shall be released, trsed or duplicated without specific written consent from Alliance Exports, LLC.