Mutual Secrecy /No Analysis Agreement

MUTUAL SECRECY /NO ANALYSIS AGREEMENT

Date

BETWEENHydromer, Inc.Company Name

35 Industrial Parkway Street

Branchburg, NJ08876 USA City, State, Zip

("Hydromer") (“Client”)

have agreed to the following:

Each party is in possession or control of certain technical information ("Information") and chemical products ("Products") relating to Solvent and Aqueous basedPolymeric formulations for use in Cosmetics and/or Personal Care products which each considers confidential and of proprietary value. Each party is willing to provide such Information and Products to the other in order to:determine usefulness with Clients Products and manufacturing operations.

Each party agrees to accept the Information and Products from the other during the term of this Agreement on the following basis:

1.Each party agrees to hold in confidence any and all Information provided to it under this Agreement except:

(a)Information which at the time of disclosure is in the public domain,

(b)Information which, after disclosure, becomes part of the public domain by publication or otherwise, except by breach of this Agreement by the recipient,

(c)Information which a recipient can establish by competent documentation, was in its possession at the time of disclosure and,

(d)Information which recipient receives without any secrecy commitment from third parties having the right to disclose to same provided however that such Information was not obtained by said third party, directly or indirectly from the other.

2.Each party agrees that it will not reverse engineer or analyze the Products provided by the other to ascertain the formulation.

3.Disclosure within an organization will be only to employees having a need to know such Information or possess the Products, for the limited purpose set forth in this Agreement.

4.Each party further agrees that it will not use Information or Products which it is required by this Agreement to keep confidential for any purpose other than the purpose explicitly set forth in this Agreement.

5.The obligations as contained in this Agreement shall remain in effect for a period of five (5) years from the occurrence of the last disclosure.

6.Upon receiving a party's request, the other shall return to the requestor, completely and immediately, all Information and Products and will not retain any copy of such Information or samples of Products, other than one complete set for legal files.

7.This Agreement shall be construed in accordance with the laws of the forum state. Both parties agree to be subject to the jurisdiction of the courts of the State of New Jersey, USA and the “Client’s State”.

AGREED TO AND ACCEPTED;

Client Hydromer, Inc.

______

ByBy: Manfred F. Dyck

______President & CEO

Title *sec_both.pro