MUTUAL NON-DISCLOSURE & NON-CIRCUMVENTION AGREEMENT

Agreement “Effective Date” :

Between
Company (the "First Party"); : Wealthbullet Commercial Brokers LLC
Incorporated in : United Arab Emirates
Registered Company number : 894139
2415, BurJuman Business Tower, Sheikh Zayed Street, Dubai, United
Registered office is at :
Arab Emirates
and
Name (the "Second Party") :
Company Reg # / Passport Number :
Address :

agree to the terms of this Mutual Non-Circumvention, Non-Disclosure Agreement (the “Agreement”), effective as
of the date executed by the second party to sign (the “Effective Date”):

1. Purpose: This Agreement is intended to facilitate discussions between both parties concerning a potential
financing opportunity. Both parties recognize the value of the discussions relating to the Opportunity as
sufficient consideration for entering into this Agreement. Further, these discussions may include the
disclosure by each party to the other of confidential, proprietary, trade secret or otherwise competitively
sensitive information (collectively, “Confidential Information”).

2. Confidential Information: Confidential Information includes the existence and terms of this Agreement and
all information disclosed by one party to the other in any manner, including in writing, orally, electronically,
or by visual inspection. Without limiting the generality of the foregoing, “Confidential Information” includes,
without limitation:

(a) all information concerning the Disclosing Party’s and its affiliates’, and their customers’, suppliers’, and
other third parties’, past, present, and future business affairs including, without limitation, finances,
customer information, supplier information, products, services, organizational structure and internal
practices, forecasts, sales and other financial results, records and budgets, and business, marketing,
development, sales and other commercial strategies;

(b) the Disclosing Party’s patented and unpatented inventions, ideas, methods and discoveries, trade
secrets, know-how, unpublished patent applications, copyrights, trademarks, and other intellectual
property, whether or not registered;

(c) all designs, specifications, documentation, components, source code, object code, images, icons,
audiovisual components and objects, schematics, drawings, protocols, processes, and other visual
depictions, in whole or in part, of any of the foregoing;

(d) any third-party confidential information included with, or incorporated in, any information provided by
the Disclosing Party to the Receiving Party or its Representatives (as defined below); and

(e) all notes, analyses, compilations, reports, forecasts, studies, prototypes, samples, data, statistics,
summaries, interpretations, and other materials prepared by or for the Receiving Party or its
Representatives that contain, are based on, or otherwise reflect or are derived from, in whole or in
part, any of the foregoing.

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3. Exclusions from Confidential Information : Notwithstanding anything to the contrary herein, “Confidential
Information” shall not include information that:
(a) is, was or becomes generally available in the public domain other than as a result of a breach of this
Agreement by the Receiving Party or any of its Representatives;

(b) is or was already legally in the possession of the Receiving Party or its Representatives as established
by documentary evidence, before being disclosed by or on behalf of the Disclosing Party under this
Agreement;

(c) is, was or becomes available to the Receiving Party on a non-confidential basis from a third-party
source, provided that such third party is not and was not prohibited from disclosing such Confidential
Information to the Receiving Party by a legal, fiduciary, or contractual obligation to the Disclosing
Party; or

(d) is or was independently developed by the Receiving Party without use of or reference to the
Confidential Information, as shown by documents and other competent evidence in the Receiving
Party’s possession.

4. Ownership of Confidential Information: The Receiving Party agrees, on behalf of itself and its
Representatives, that all Confidential Information acquired by or disclosed to the Receiving Party and its
Representatives shall be and remain the sole and exclusive property of the Disclosing Party. Nothing herein
shall be construed as granting any rights, by license or otherwise, to the Receiving Party or its
Representatives with respect to any of the Disclosing Party’s Confidential Information disclosed pursuant
hereto.

5. Non-Disclosure: Each party agrees that it will (a) keep the other party’s Confidential Information in
confidence, (b) not disclose, publish or otherwise distribute the other party’s Confidential Information to
any third party, (c) disclose the other party’s Confidential Information only to those of its employees,
agents, investors, advisors, and affiliates who have a reasonable need to know the Confidential Information
and who have been advised of and have agreed to abide by the terms of this Agreement, (d) use the
Confidential Information only in connection with the Opportunity, and (e) use at least the same degree of
care to protect the other party’s Confidential Information as it uses to protect its own Confidential
Information, but no less than a reasonable standard of care. Either party may disclose the other party’s
Confidential Information to the extent required by law or order of court or governmental agency provided
that where legally permissible under the circumstances the party whose Confidential Information is to be
disclosed has first been given a reasonable opportunity to seek a protective order or other protection for its
Confidential Information.

6. Non-Circumvention: It is expressly agreed that the identities of any individual, company or entity and any
other third parties (including, without limitation, investment partners, project partners, suppliers,
customers, financial sources, contractors and consultants) (Third Parties) discussed, introduced and made
available by a Disclosing Party in respect of the subject matter of this engagement and the formal
agreements and any Transactions of investment opportunity that may arise from such (Investment
Opportunity), shall constitute confidential information and the recipient or any of their associated or related
entities or any company or individual shall not (without prior written consent of the Disclosing Party):
(a) directly or indirectly initiate, solicit, negotiate, contract or enter into any business Transactions,
agreements or undertakings with any such Third Party identified or introduced by the Disclosing Party;
or

(b) seek to by-pass, compete, avoid or circumvent the Disclosing Party from any Business Opportunity by
utilising any Confidential Information or by otherwise exploiting or deriving any benefit from the
Confidential Information.

7. Equitable Relief: Each party agrees that money damages would not be a sufficient remedy for breach of this
Agreement. Accordingly, in addition to all other remedies that each party may have, each party shall be

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 entitled to specific performance and injunctive relief or other equitable relief as determined by a court of
competent jurisdiction as a remedy for any breach or threatened breach of this Agreement. Each party
agrees to waive any requirement for a bond in connection with any such injunctive or other equitable relief.
Nothing herein shall prohibit either party from pursuing any other remedy available at law or in equity for a
breach or threatened breach of this Agreement, including, without limitation, damages, expenses and costs
(including reasonable legal fees).

8. Term: The obligations set forth in this Agreement will apply to any Confidential Information disclosed by
one party to the other party, whether before or after the date of this Agreement, The Parties'
confidentiality obligation shall survive termination and remain in full force and effect thereafter. The
parties’ obligations under this Agreement will continue for a period of two (2) years following the Effective
Date. Upon termination of the discussions between the parties regarding the Opportunity, each party
agrees to promptly return or destroy (as requested by the disclosing party) all Confidential Information
received from the disclosing party, and to certify in writing to the disclosing party that it has done so.
Notwithstanding the foregoing, (i) nothing herein shall require the Receiving Party or its Representatives to
alter, modify, delete or destroy any back-up, archival or electronic tapes, metadata or latent data made in
the ordinary course of business and (ii) the Receiving Party shall be permitted to retain one copy of the
Confidential Information for the purpose of establishing compliance with any applicable laws, rules or
regulations; provided, however, that any such retained Confidential Information shall remain subject to the
confidentiality obligations and restrictions on use set forth herein in accordance with the terms hereof.

9. Miscellaneous: Except as specifically provided for herein, this Agreement does not confer any right, license,
interest or title in, to or under the disclosing party's Confidential Information to the receiving party. Each
person signing this Agreement warrants that he or she has authority to bind the respective party to the
obligations of this Agreement. If any provision of this Agreement is found to be invalid, illegal or
unenforceable, such provision shall be modified or severed to the extent necessary to reflect the fullest
legal and enforceable expression of the intent of the parties. This Agreement shall be governed by, and
construed in accordance with, the laws of the UAE, regardless of conflicts of laws principles. The Parties
irrevocably agree that all disputes arising out of or in connection with this Agreement shall be finally settled
under the jurisdiction of UAE Courts including DIFC Courts. This Agreement supersedes all previous
communications, representations and understandings between the Parties with respect to the Confidential
Information subject to this Agreement, contains the complete and final agreement between the Parties and
may be modified only by a written instrument signed by each Party. A facsimile signature may be
considered an original for all purposes, including execution and enforcement of this Agreement.

10. Assignment: Neither Party may transfer or assign any of its rights or delegate any of its obligations
hereunder, in whole or in part, whether voluntarily or by operation of law, without the prior written
consent of each of the other Parties. Any attempted transfer, assignment, or delegation in violation of this
clause shall be null and void ab initio and of no force or effect.

11. Competition: Neither member of the deal team of each Party shall act or perform any work considered
competitive to the object for which the confidential information discloses under this Agreement following
to its validity date.

12. Non-Solicitation: Neither Party, without prior written consent of the other party, shall offer employment to
any of the other Party’s employees within the term of this Agreement or for up to three years following
termination of this Agreement.

13. No Representations or Warranties : Except as may be set forth in a subsequent written definitive agreement
signed by both parties hereto, neither the Disclosing Party nor any of its Representatives make any
representation or warranty, expressed or implied, as to the accuracy or completeness of the Confidential
Information disclosed to the Receiving Party hereunder. Neither the Disclosing Party nor any of its
Representatives shall be liable to the Receiving Party or any of its Representatives relating to or resulting
from the Receiving Party’s use of any of the Confidential Information or any errors therein or omissions
therefrom. All Confidential Information is provided “as is”.

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14. Publicity Release: Prior to making any publicity release or other announcement incorporating information
provided to the Receiving Party hereunder, first the Receiving Party will obtain written approval of the
Disclosing Party for each release or announcement. Furthermore, the Receiving Party agree not to make
general disclosures to others concerning the general nature of the project.

15. Compliance: The Parties shall comply the rules of the Foreign Corrupt Practices Act and of the same nature
of laws applicable in the territory.

16. Severability: If any term or provision of this Agreement is held by a court of competent jurisdiction to be
invalid, illegal or unenforceable in any respect, such term or provision shall be ineffective to the extent, but
only to the extent, of such invalidity, illegality or unenforceability without invalidating the remainder of such
term or provision or any other terms or provisions hereof, unless such a construction would be
unreasonable. Upon such a determination, the parties shall negotiate in good faith to modify this
Agreement so as to affect the original intent of the parties as closely as possible in a mutually acceptable
manner in order that the transactions contemplated hereby be consummated as originally contemplated to
the fullest extent possible.

This Agreement, consisting of this and the preceding page, is executed in duplicate as follows:

Wealthbullet LLC Interested Party:

Signed: Signed:

Name: Name:
Title: Title:
Date: Date:

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