MUTUAL NONDISCLOSURE AGREEMENT

Unirac, Inc., (“Unirac”) a New Mexico corporation with offices at 1411 Broadway Boulevard
NE, Albuquerque NM 87102 and _______________, (“Counterparty”) a _____________________ with
offices at ___________________________________ agree:

1. Recitals. Unirac and Counterparty have each developed and possess certain valuable and
confidential information relating to its products and business, which, if set forth in writing, shall be
marked “confidential” by the party providing such information (the “Discloser”), or, if not set forth in
writing, shall be otherwise characterized by the Discloser in writing as “confidential” (the
“Information”). The party receiving such information (the “Recipient”) desires to evaluate and use the
Information in order to enhance its business relationship with the other party, pursuant to the terms of
this Mutual Nondisclosure Agreement (this “Agreement”).

2. Disclosure of Information. Discloser shall disclose to Recipient such Information that in

its sole judgment is necessary to enable Recipient to enhance its business relationship with Discloser.
Recipient and its agents (attorneys, accountants and others) and employees shall accept and hold the
Information received from Discloser hereunder in confidence in accordance with this Agreement.
Recipient shall take all measures necessary to assure that its agents and employees comply with this
Agreement. The obligations assumed by Recipient hereunder shall not apply to any Information that falls
within any of the following:

(a) Information which has come or in the future comes into the public domain through no fault of
or action by Recipient, its agents, affiliates or consultants; or

(b) Information which is independently in the possession of Recipient or its affiliates at the time
of disclosure by Discloser or which is discovered, developed or created, after the date hereof
by Recipient without the direct aid, application or use of the Information; or

(c) Information which is obtained, after the date hereof, by Recipient or one of its affiliates from
any third party which is lawfully in possession of such Information and not in violation of
any contractual or legal obligation to Discloser with respect to such Information.

3. Confidential Treatment. Without the prior written consent of Discloser, Recipient shall
not disclose to any third party any Information disclosed to Recipient hereunder, nor permit any third
party to have access to any Information, nor use the Information for any purpose other than to enhance
Recipients business relationship with Discloser. In the event that Recipient needs to consult with any
other person, firm or business entity to secure their advice or counsel about the Information, Recipient
shall notify Discloser in writing of its intent to consult and Discloser shall have the prior right to prevent
such consultation by notifying Recipient in writing. If Discloser does not object in writing to the
consultation within ten (10) days of Recipient’s notification, Recipient shall in advance of said
consultation obtain from such person, firm or business entity in writing an agreement to be bound by the
terms of this Nondisclosure Agreement, and shall provide Discloser with copies of such signed
agreement(s).
 4. Covenant Not to Use Information to Compete. Recipient further covenants and agrees
with Discloser that Recipient will not use the Information to compete directly with Discloser, subject
only to the exceptions contained in Paragraph 2 above.

5. Return of Information. If either party decides to terminate its ongoing relationship with
the other party, it will promptly notify the other party in writing of its decision. Regardless of the identity
of the notifying party, upon such written notification Recipient shall promptly return all Information to
Discloser without retaining copies.

6. Term. This Agreement may be terminated by either party immediately upon thirty (30)
days written notice to the other party. The covenants contained in Paragraphs 2, 3, 4, 5 and 8 of this
Agreement shall continue for two (2) years after the date of termination or expiration of this Agreement.

7. Miscellaneous.

(a) The disclosure of Information by Discloser to Recipient shall not result in any obligation on
the part of either party to enter into any future agreement, nor to undertake any other
obligation not set forth in a separate written agreement signed by the parties hereto.

(b) As used herein, the term “affiliate” shall mean any corporation or other entity of which any
party hereto owns, directly or indirectly, at least 10% of the ownership interest thereof.

(c) This Agreement contains all the representations and agreements between the parties relating
to the Information and any representation, promise, or condition concerning the same that is
not contained herein or in a superseding written agreement referring to this Agreement shall
not be binding on either party hereto.

8. Mediation and Arbitration. This Agreement shall be governed by and construed in

accordance with the laws of the State of New Mexico, without consideration of its conflict of laws rules.
In the event that the parties have a dispute hereunder they agree to mediate using the services of a
professional mediator, with the mediation to be conducted in Albuquerque, New Mexico within thirty
(30) days after the parties are unable to reach an agreement among themselves. The parties shall split
equally the cost of any mediator. In the event that the mediation is unsuccessful, the parties agree to
submit the dispute to binding arbitration before a single arbitrator, using the Rules of the American
Arbitration Association for Commercial Disputes, with the arbitration to be conducted in Albuquerque,
New Mexico within thirty (30) days after the adjournment of the mediation. The losing party in the
arbitration shall pay the winning party’s arbitration costs and attorney fees incurred.

[signature page follows]

Unirac, Inc.

By (Print Name): ___________________________________

By (Signature): ____________________________________

Title: ____________________________________

Dated: ____________________________________

Counterparty:

By (Print Name): __________________________________

By (Signature): ____________________________________

Title: ______________________________________

Dated: ____________________________________