This Confidentiality Agreement (this “Agreement”) is made effective as of the DATE SIGNED BELOW between Archive Duplication Company Inc. of 9920 W. Roosevelt Rd Westchester, IL 60154 and the INDEPENDENT CONTRACTOR’S NAME ENTERED BELOW (INDEPENDENT CONTRACTOR) of INDEPENDENT CONTRACTOR’S ADDRESS BELOW. In this Agreement, the party who owns the Confidential Information will be referred to as “Archive Duplication Company”, and the party to whom the Confidential Information will be disclosed will be referred to as “INDEPENDENT CONTRACTOR”. Archive Duplication Company Inc. is engaged as an Entertainment Company and INDEPENDENT CONTRACTOR is engaged in Independent Contractor Information will be disclosed to INDEPENDENT CONTRACTOR to determine whether INDEPENDENT CONTRACTOR could assist Archive Duplication Company Inc. with entertainment services. Archive Duplication Company Inc. has requested that INDEPENDENT CONTRACTOR will protect the confidential material and information which may be disclosed between Archive Duplication Company Inc. and INDEPENDENT CONTRACTOR. Therefore, the parties agree as follows: I. CONFIDENTIAL INFORMATION. The term “Confidential Information” means any information or material which is proprietary to Archive Duplication Company Inc., whether or not owned or developed by Archive Duplication Company Inc. which is not generally known other than by Archive Duplication Company Inc. and which INDEPENDENT CONTRACTOR may obtain through any direct or indirect contact with Archive Duplication Company. A. Confidential Information includes without limitation: – business records and plans- financial statements- customer lists and records – trade secrets- technical information- products- inventions- product design information- pricing structure- discounts- costs- computer programs and listings- source code and/or object code- copyrights and other intellectual property and other proprietary information. B. Confidential Information does not include:- matters of public knowledge that result from disclosure by Archive Duplication Company Inc. – information rightfully received by INDEPENDENT CONTRACTOR from a third party without a duty of confidentiality- information independently developed by INDEPENDENT CONTRACTOR- information disclosed by operation of law- information disclosed by INDEPENDENT CONTRACTOR with the prior written consent of Archive Duplication Company Inc. and any other information that both parties agree in writing is not confidential. II. PROTECTION OF CONFIDENTIAL INFORMATION. INDEPENDENT CONTRACTOR understands and acknowledges that the Confidential Information has been developed or obtained by Archive Duplication Company Inc. by the investment of significant time, effort and expense, and that the Confidential Information is a valuable, special and unique asset of Archive Duplication Company Inc. which provides Archive Duplication Company Inc. with a significant competitive advantage, and needs to be protected from improper disclosure. In consideration for the disclosure of the Confidential Information, INDEPENDENT CONTRACTOR agrees to hold in confidence and to not disclose the Confidential Information to any person or entity without the prior written consent of Archive Duplication Company Inc. in addition, INDEPENDENT CONTRACTOR agrees that: i. No Copying/Modifying. INDEPENDENT CONTRACTOR will not copy or modify any Confidential Information without the prior written consent of Archive Duplication Company Inc. ii. Application to Employees. Further, INDEPENDENT CONTRACTOR shall not disclose any Confidential Information to any employees of INDEPENDENT CONTRACTOR, except those employees who are required to have the Confidential Information in order to perform their job duties in connection with the limited purposes of this Agreement. Each permitted employee to whom Confidential Information is disclosed shall sign a non-disclosure agreement substantially the same as this Agreement at the request of Archive Duplication Company Inc. iii. Unauthorized Disclosure of Information. If it appears that INDEPENDENT CONTRACTOR has disclosed (or has threatened to disclose) Confidential Information in violation of this Agreement, Archive Duplication Company Inc. shall be entitled to an injunction to restrain INDEPENDENT CONTRACTOR from disclosing, in whole or in part, the Confidential Information. Archive Duplication Company Inc. shall not be prohibited by this provision from pursuing other remedies, including a claim for losses and damages including a penalty of $5,000 per infraction. III. RETURN OF CONFIDENTIAL INFORMATION. Upon the written request of Archive Duplication Company Inc. INDEPENDENT CONTRACTOR shall return to Archive Duplication Company Inc. all written materials containing the Confidential Information. INDEPENDENT CONTRACTOR shall also deliver to Archive Duplication Company Inc. written statements signed by INDEPENDENT CONTRACTOR certifying that all materials have been returned within five (5) days of receipt of the request. IV. RELATIONSHIP OF PARTIES. Neither party has an obligation under this Agreement to purchase any service or item from the other party, or commercially offer any products using or incorporating the Confidential Information. This Agreement does not create any agency, partnership, or joint venture. V. NO WARRANTY. INDEPENDENT CONTRACTOR acknowledges and agrees that the Confidential Information is provided on an AS IS BASIS. ARCHIVE DUPLICATION COMPANY INC. MAKES NO WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE CONFIDENTIAL INFORMATION AND HEREBY EXPRESSLY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT SHALL ARCHIVE DUPLICATION COMPANY INC. BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, OR CONSEQUENTIAL DAMAGES IN CONNECTION WITH OR ARISING OUT OF THE PERFORMANCE OR USE OF ANY PORTION OF THE CONFIDENTIAL INFORMATION. Archive Duplication Company Inc. does not represent or warrant that any product or business plans disclosed to INDEPENDENT CONTRACTOR will be marketed or carried out as disclosed, or at all. Any actions taken by INDEPENDENT CONTRACTOR in response to the disclosure of the Confidential Information shall be solely at the risk of INDEPENDENT CONTRACTOR. VI. LIMITED LICENSE TO USE. INDEPENDENT CONTRACTOR shall not acquire any intellectual property rights under this Agreement except the limited right to use set out above. INDEPENDENT CONTRACTOR acknowledges that, as between Archive Duplication Company Inc. and INDEPENDENT CONTRACTOR, the Confidential Information and all related copyrights and other intellectual property rights, are (and at all times will be) the property of Archive Duplication Company Inc., even if suggestions, comments, and/or ideas made by INDEPENDENT CONTRACTOR are incorporated into the Confidential Information or related materials during the period of this Agreement. VII. GENERAL PROVISIONS. This Agreement sets forth the entire understanding of the parties regarding confidentiality. The obligations of confidentiality shall survive indefinitely from the date of disclosure of the Proprietary Information. Any amendments must be in writing and signed by both parties. This Agreement shall be construed under the laws of the State of Illinois. This Agreement shall not be assignable by either party, and neither party may delegate its duties under this Agreement, without the prior written consent of the other party. The confidentiality provisions of this Agreement shall remain in full force and effect after the effective date of this Agreement. VIII. NON-CIRCUMVENT. The Parties hereby legally, wholly, and irrevocably bind themselves and shall not directly or indirectly contact, deal with, transact, or otherwise be involved with any corporation, partnerships, proprietorship, trust, individuals, or other entities introduced by either party without the specific written permission of the introducing party. The parties undertake not to make use of a third party to circumvent this agreement. The Parties also agree not to circumvent or attempt to circumvent this Agreement. Archive Duplication Company Inc. shall not be prohibited by this provision from pursuing other remedies, including a claim for losses and damages including a penalty of $5,000 per infraction. IN WITNESS WHEREOF, this Agreement has been executed and delivered in the manner prescribed by law as of the date first written above. Information Owner: Archive Duplication Company Inc.

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