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Non-Disclosure Agreement and

Transfer as well as Protection of Property Rights

Between

Wieland Electric GmbH


Brennerstraße 10 - 14

D-96052 Bamberg - in the following called "Wieland" -

and

xxx
xxx

xxx

- in the following called "Partner" -


eQU-SEEK-08/13

A) Non-disclosure/confidentiality

1. Together with the Partner, Wieland develops various projects.


All contracts and current or future projects are subject to this non-disclosure agreement for the
contract or project period, also after conclusion, as agreed upon in the following.

2. In the course of this cooperation, Wieland will inform the Partner about the current status of
this development project and the corresponding company-internal know-how and will grant
access to confidential company documents.

The Partner undertakes to maintain the secrecy of the know-how, information, documents and
samples as well as any other information specified as confidential, without consideration of the
condition or storage medium, obtained in the course of this cooperation, and not to make it
known to third parties (especially competitors) either in the original or as a copy. The Partner has
to take all reasonable measures required to fulfill this non-disclosure agreement.

3. The Partner informs only those staff members who are involved in the proceedings of this
cooperation and protects the provided know-how and documents or samples from being
forwarded to unauthorized persons. The Partner also has to obtain a non-disclosure agreement
in accordance with these regulations from the persons working for the partner (such as
freelancers, employees, sub-contractors, temporary workers). If required by Wieland, the Partner
has to provide immediate information about the non-disclosure regulations agreed to with these
persons and provide copies of these non-disclosure documents.

Wieland Electric GmbH Phone +49 (0)951/9324-0 Management: Chairman of the Council: Registration Court
Brennerstraße 10 – 14 Fax +49 (0)951/9324-198 Dr. Oliver Eitrich Johann Weber Bamberg HRB 105

D-96052 Bamberg www.wieland-electric.com Dr. Ulrich Schaarschmidt

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The Partner confirms that the information or documents will be treated confidentially just as the
partner’s own business secrets and will not be used and/or utilized for the partner’s own
purposes or for other potential customers. The Partner supervises compliance with the

agreement. He also informs his staff that any converse behavior will result in damage
compensation claims and the possible loss of job.

4. Without previous and express approval by Wieland, the documents must not be copied,
duplicated or sketched. The Partner must return any written information received immediately
upon the first request. A right to retain the information cannot be asserted.

5. This non-disclosure agreement will come into force as soon as both parties have signed it. It
will be valid for all orders performed or still to be performed, all contracts (even future ones) as
well as all projects. After termination of the business relationship in total, the non-disclosure
agreement will still be valid for another three years.

In any case, this non-disclosure agreement will be valid until the subject (quotations, information,
documentation, samples, etc.) is published by Wieland itself or expressly released for
publication.
eQU-SEEK-08/13

The non-disclosure agreement will not be valid for information that

a) the Parter already knew of before Wieland provided it;


b) the Partner can prove to have worked out independently;
c) the Partner legally obtained from other sources
d) has already become public knowledge

B) Property rights/inventions

1. Wieland reserves all rights to claim industrial property rights of all kinds. If any inventions are
made in the course of a cooperation between Wieland and the Partner, the Partner agrees to
claim the rights vis-à-vis his staff members in case of the inventions are made by them. This will
also apply for sub-contractors, freelancers or other third parties. The Partner ensures an
unimpeded transition of the inventions and all property rights involved to Wieland, and exempts
Wieland from any claims by third parties.

2. The Partner transfers to Wieland presently all inventions and developments made in the
projects performed or to be performed, or in the course of the business relationship between the
parties, as well as all property rights involved (exclusive right of use and utilization, trademark
rights, etc.). For the purpose of evidence, the Partner undertakes to create a deed of assignment
for each invention and send it to Wieland.

3. In this case Wieland is authorized to apply for a patent for the inventions both in Germany and
in foreign countries acting on its own discretion. The transfer of inventions and the
corresponding rights involved is paid for with the settlement of any compensation for the
development order, in which these have been adequately considered. Wieland does not owe

Wieland Electric GmbH Phone +49 (0)951/9324-0 Management: Chairman of the Council: Registration Court
Brennerstraße 10 – 14 Fax +49 (0)951/9324-198 Dr. Oliver Eitrich Johann Weber Bamberg HRB 105

D-96052 Bamberg www.wieland-electric.com Dr. Ulrich Schaarschmidt

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any payment, compensation, reparation or any other refund for property rights of any kind (such
as copy rights, rights of use and utilization, trademark rights, etc.).
Any additional costs incurred by the Partner for the creation of documents will be billed
separately and are not included in the payment.

4. The Partner also undertakes the acceptance of any obligation of compensation to be paid to
staff members for inventions based on the corresponding law, and protects Wieland against any
claims by third parties.

C) Mutual regulations

1. There are no other agreements in addition to this non-disclosure agreement.


2. Amendments and supplements to this agreement must be made in writing in order to
become legally effective.
3. If any individual regulations of this agreement or parts of it become invalid or ineffective, the
agreement as such will not be affected by this.
4. Bamberg is agreed as the legal venue for both parties.

Bamberg,
eQU-SEEK-08/13

(Place, date) (Place, date)

i. V.

Partner/signature/company stamp Wieland Electric/signature/company stamp

i. A.

Wieland Electric/signature/company stamp

2 originals:
Original I: Partner
Original II: Wieland

Wieland Electric GmbH Phone +49 (0)951/9324-0 Management: Chairman of the Council: Registration Court
Brennerstraße 10 – 14 Fax +49 (0)951/9324-198 Dr. Oliver Eitrich Johann Weber Bamberg HRB 105

D-96052 Bamberg www.wieland-electric.com Dr. Ulrich Schaarschmidt

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