SCROLLMOTION 7 Penn Plaza, Suite 1112 T 212 608 9146 New Yolk, NY 10001 F 212 608 9204 SCROLLMOTION, INC. MUTUAL NON-DISCLOSURE AGREEMENT THIS MUTUAL NON-DISCLOSURE AGREEMENT (this "Agreement") is entered into between ScrollMotion, Inc. a Delaware Corporation with an (the "Company") and ("Other Party") as of 2012 (the "Effective Date"), to protect the confidentiality of certain confidential information of the Company or of Other Party to be disclosed under this Agreement solely for use in evaluating or pursuing a business relationship between the parties (the "Permitted Use"). The Company and Other Party may be referred to herein individually as a "Party" and collectively as the "Parties." 1. As used herein, the "Confidential Information" of a Party will mean, subject to Section 2, any and all technical and non-technical information disclosed by such Party (the "Disclosing Party") to the other Party (the "Receiving Party"), which may include without limitation: (a) patent and patent applications; (b) trade secrets; (c) proprietary and confidential information, ideas, samples, media, techniques, sketches, drawings, works of authorship, models, inventions, know-how, processes, algorithms, software programs and software source documents related to the current, future, and proposed products and services of each of the Parties, such as information concerning research, experimental work, development, design details and specifications, engineering, financial information, procurement requirements, purchasing, manufacturing, customer lists, investors, employees, business and contractual relationships, business forecasts, sales and merchandising, and marketing plans; and (d) all other information that the Receiving Party knew, or reasonably should have known, was the Confidential Information of the Disclosing Party. 2. Subject to Section 3, the Receiving Party agrees that at all times and notwithstanding any termination or expiration of this