Research Marketing

NON-DISCLOSURE AGREEMENT

UIC MS-MIS Capstone Project

This Non-Disclosure Agreement (the “Agreement”), effective as of _____________, is entered into by and between

_____________________________________________ and Global Fund Technologies LLC,

(“Company”), hereinafter

referred to individually as “Party” or collectively as “Parties”.

WHEREAS, in connection with sharing information related to the UIC MS-MIS Capstone Project between Company and

___________________________________both Parties recognize that it may be necessary to for the Company to share

and/or exchange confidential and proprietary information (“Purpose”).

The intent of this Agreement is to protect any such information that the Company elects to disclose or has disclosed, but not

to obligate either Party to disclose any information hereunder.

NOW THEREFORE, the Parties agree as follows:

1.

For

the

purposes

of

this

Agreement,

“PROPRIETARY INFORMATION" includes, but is not

limited to, business or technical information, software

programs including HedgeACT (source and object code),

documentation, trade secrets, know-how, inventions,

techniques, methodologies, processes, schematics,

contracts, financial or pricing information, budgets, sales,

marketing plans, customer information or lists, business

plans, and any other confidential or proprietary information

of the disclosing Party which is clearly marked as or made

known to be “Confidential” or “Proprietary”. If Proprietary

Information is disclosed in oral or visual form, the disclosing

Party shall identify the information as Proprietary at the

time of disclosure. Both Parties agree to use Proprietary

Information received only for the Purpose noted above.

2.

A Party receiving Proprietary Information

hereunder shall have no obligation to safeguard

information:

(a)

that was in the possession of the receiving Party

prior to its receipt from the disclosing Party under this

Agreement;

(b)

after the same information...