REGARDING TO THESE SUJECTS: For the deal which is developed and will develop between us. The Parties agree that NCND Agreement is entered into voluntarily, by mutual consent and not under stress. Further we agree to honor all terms and conditions on non-circumvention and non-disclosure as stated in accordance with the International Chamber of Commerce Convention (I.C.C. 500). This Agreement entered into between and among the parties, signatory hereto, to protect the parties against "going around and circumventing each other, and to protect the representation each party possesses herein. The undersigned Parties, intending to be legally bound hereby irrevocable agree not to circumvent, disclose confidential information, bypass or obviate each other, directly or indirectly, avoid payment of fees or commission, being involved with the proposed agreement. Each Party will not, in any manner, solicit nor accept any business from sources nor their affiliates that are made available by the other party to the Agreement at any time nor in any manner without the express written permission of the party who made the source available. The Parties will not disclose any names, addresses, telephone, fax numbers or e-mail of any contact revealed by any party to third parties, and that each recognize such contacts to be exclusive and valuable contact of the respective party, and that they will not enter into any direct negotiations or transactions with such contacts revealed by the other party. That in the event of circumvention of this Agreement by either party, directly or indirectly, the circumvented party shall be entitled to a legal monetary penalty equal to the maximum service it should realize from such transaction plus any and all expenses, including but not limited to all costs and expenses incurred to recover the lost revenue. All consideration, benefits, bonuses, participation fees and/or commissions received as a result of the contributions of the parties in the Agreement, relating to any and all transactions will be allocated as mutually agreed. No provisions of this Agreement may be amended or modified unless the Agreement and/or modification is in writing and signed by the parties affected by the amendment or modification. The parties hereto shall execute any additional documents and shall take any further action that may be necessary or appropriate to carry out the terms and purpose of this Agreement. Any facsimile, of this document shall be construed as an original, binding and enforceable document. This Agreement is valid for any and all transaction, renewal, extensions, rollovers, etc. and is hereto enforceable in any International Courts, held in the English Language as the exclusive venue. The duration of this Agreement shall be for a period of FIVE (5) years from the above-mentioned date unless otherwise extended. In Witness whereof the Parties have executed the Agreement on the date first mentioned above.