CONFIDENTIALITY AND NON-COMPETITION AGREEMENT

In consideration of the prospective purchase by B A Die Mold, Inc. of certain products and/ or equipment from and the disclosure by B A Die Mold, Inc. of certain related technical, engineering and conceptual ideas regarding the product to be considered proprietary and confidential by who agrees:

1.  That it will use reasonable means, not less than that used to protect it’s own proprietary of confidential information, To safeguard B A Die Mold Inc. engineering and conceptual ideas as confidential information;

2.  That it will not disclose B A Die Mold, Inc. confidential information to anyone other than it’s own employees who have a need to know B A Die Mold, Inc. confidential information;

3.  That it will make no copies of B A. Die Mold, Inc. confidential information, except for it’s own internal use;

4.  That it will return B A Die Mold, Inc. confidential information & samples promptly upon written request of same; and

5.  That it will not compete with, release or transfer said B A Die Mold, Inc. engineering and conceptual ideas to a third party for manufacture.

The above obligation shall not apply to any information, which can show it developed independently and without the use of B A Die Mold, Inc. confidential information.

All proprietary and confidential engineering and conceptual ideas of B A Die Mold, Inc. and nothing herein shall be construed as giving any right or license in it.

B A Die Mold, Inc.

Company:

By: By:

Title: Title:

Date: Date: