NON-DISCLOSURE AGREEMENT This Nondisclosure Agreement (the "Agreement") is entered into by and between with its principal offices at 301 East 66th Street ("Disclosing Party"), and Atelier Artisan ("Receiving Party") for the purpose of preventing the unauthorized disclosure of Confidential Information as defined below. The parties agree to enter into a confidential relationship with respect to the disclosure of certain proprietary and confidential information ("Confidential Information"). 1. Definition of Confidential Information. For purposes of this Agreement, "Confidential Information" shall include all information (in any form or media whatsoever) that the Disclosing Party, its agents or representatives furnishes to the party receiving such information (the "Receiving Party") or the Receiving Party's agents or representatives, whether furnished before or after the date of this agreement, including without limitation all formulas, intellectual property, processes, pricing information, product development information, marketing plans and strategies, notes, analyses, compilations, studies or, financial information, third party contracts, personal records and other materials, whether in written, printed, electronic, magnetic or any other form or media and whether prepared by the Disclosing Party, the Receiving Party or others, that contain or otherwise reflect such information. 2. Exclusions from Confidential Information. Receiving Party's obligations under this Agreement do not extend to information that: (a) is or becomes generally available to the public other than as a result of a disclosure by the Receiving Party, its agents or representatives, (b) was available to the Receiving Party on a non-confidential basis prior to its disclosure to the Receiving Party by the Disclosing Party, its agents or representatives, (c) becomes available to the Receiving Party on a non-confidential basis from a source other than the disclosing party, its