                  Non-Disclosure Agreement

[]   For a more detailed overview of Presenting Your Plan,
     refer to Appendix B in the BizPlanBuilder Reference
     Guide.

[]   This agreement template is geared toward a potential
     Investor. For use with other types of evaluators of
     your business plan, carefully edit this agreement to
     fit your requirements.

[]   NOTICE: Do Not Use This Agreement As Is. This Agreement
     Is Not Legal Advice. You Should Have This Agreement
     Reviewed and Approved By a Qualified Attorney at Law
     Before Using It. JIAN Accepts No Liability For the
     Effectiveness of This Document For Your Purposes.

The undersigned acknowledges that [Company] has furnished to
the undersigned potential Investor ("Investor") certain
proprietary data (Confidential Information") relating to the
business affairs and operations of [Company] for study and
evaluation by Investor for possibly investing in [Company].

It is acknowledged by Investor that the information provided
by [Company] is confidential; therefore, Investor agrees not
to disclose it and not to disclose that any discussions or
contracts with the [Company] have occurred or are intended,
other than as provided for in the following paragraph.

It is acknowledged by Investor that information to be
furnished is in all respects confidential in nature, other
than information which is in the public domain through other
means and that any disclosure or use of same by Investor,
except as provided in this agreement, may cause serious harm
or damage to [Company], and its owners and officers.
Therefore, Investor agrees that Investor will not use the
information furnished for any purpose other than as stated
above, and agrees that Investor will not either directly or
indirectly by agent, employee, or representative, disclose
this information, either in whole or in part, to any third
party; provided, however that (a) information furnished may
be disclosed only to those directors, officers and employees
of Investor and to Investor's advisors of their
representatives who need such information for the purpose of
evaluating any possible transaction (it being understood
that those directors, officers, employees, advisors and
representatives shall be informed by Investor of the
confidential nature of such information and shall be
directed by Investor to treat such information
confidentially), and (b) any disclosure of information may
be made to which [Company] consents in writing. At the close
of negotiations, Investor will return to [Company] all
records, reports, documents, and memoranda furnished and
will not make or retain any copy thereof.

___________________________________    _____________
Signature                               Date

___________________________________
Name (typed or printed)

[Investor's Company]


This is a business plan. It does not imply an offering of
securities.
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