NDA SIGNATURE

In connection with their interest in and for the limited purpose of considering a possible business transaction ("Transaction") between them, Unit 9 (UK) Ltd of 12 Swan Yard, London N1 1SD, UK and other Unit 9 subsidiaries within the group including but not limited to: The Outsider Ltd; Unit 9 Films Ltd; Unit 9 Apps Ltd; Nucco Brain Ltd; ("UNIT 9") and the party identified below, ("YOU") have entered into this Confidential Information Agreement ("Agreement") and acknowledge that they may exchange or have exchanged information which is secret, non-public or proprietary in nature ("Confidential Information") and hereby agree to as follows regarding such Confidential Information:

1. If during the course of discussions between UNIT 9 and the party identified below ("YOU"), one party should deliver any information ("Disclosing Party") to the other party ("Receiving Party") then the Receiving Party shall not, without the prior written consent of the Disclosing Party, disclose such information, in whole or in part, of the Disclosing Party to the extent that: (a) it has been designated orally or in writing as "Confidential" or "Proprietary" or in like words; (b) it contains certain information which is generally treated as proprietary, such as information regarding its business, intellectual property, finances, operations or personally identifiable and sensitive data; or (c) it contains certain information, whether or not in written form and whether or not designated as confidential or proprietary, which the Receiving Party knows or should know is treated as confidential by the Disclosing Party. The Receiving Party shall not use Confidential Information other than in connection with the Transaction described above and then only to the extent specified by the Disclosing Party in such consent. Confidential Information may be used and disseminated within the Receiving Party's own organization only to the extent reasonably required for the purposes hereof.
2. The Receiving Party shall exercise the same degree of care in safeguarding the Confidential Information of the Disclosing Party that it would exercise for its own information of the same type provided that no less than reasonable care be used. The Receiving Party shall authorise access to the Disclosing Party's Confidential Information only to its personnel and other appropriately authorised agents and representatives who need to know this information, are made aware of the terms and conditions of this Agreement and have agreed to comply with such Agreement.
3. The restrictions on use or disclosure described in Paragraphs 1 and 2 above do not extend to any item of information which: a) is publicly known at the time of its disclosure; b) is received from a third party not precluded by law or confidentiality obligations from disclosing the same; c) is published or made known to the public by the Disclosing Party subsequent to receipt by the Receiving Party; d) was generated independently of and prior to its receipt from the Disclosing Party; e) or is required by law or other legal authority to be disclosed, provided that the Receiving Party gives the Disclosing Party prior notice of the required disclosure so that appropriate protective orders or other legal remedies may be sought and provided that such information be used only for the purposes for which the order was issued and only to the extent necessary for compliance with the order.
4. No license, interest or right of any kind is granted or implied to the Receiving Party under any trademark, patent, copyright or other intellectual property rights which are now or may hereafter be owned by the Disclosing Party.
5. Each party agrees that money damages may not be a sufficient remedy for its breach of this Agreement as such violation could cause irreparable injury to the other party. Accordingly, either party shall be entitled to seek an injunction or other appropriate equitable or legal relief to restrain any breach or threatened breach of this Agreement. The prevailing party shall be entitled to recover all costs and expenses, including reasonable attorney fees, incurred in any such action.
6. Upon demand by the Disclosing Party, the Receiving Party shall return any Confidential Information of the other and all physical media on which Confidential Information was received, including any copies thereof, with a letter confirming that the Confidential Information has in no way been reproduced or copied or that all copies have been returned.
7. The Parties have entered into this Agreement only for the purposes of facilitating discussions regarding the Transaction and neither party shall be under any further obligation to consummate the Transaction or divulge any Confidential Information merely by executing this Agreement.
8. The Disclosing Party shall not transmit, and the Receiving Party shall not use Confidential Information in violation of any law, rule, or regulation nor the proprietary, privacy or other rights of any third party. Except for this Section and Section 5, neither party shall bear liability for any expenses, costs, losses, or actions incurred or undertaken as a result of the receipt or use of Confidential Information by the Receiving Party.
9. This Agreement shall be binding on the parties, their affiliates, subsidiaries, successors, and assigns. It shall be governed by and construed in accordance with the English laws and both parties agree to submit to the exclusive jurisdiction of the English Courts. This Agreement shall be effective as of the date listed below.