Our Confidentiality Obligations

This non-disclosure agreement (“NDA”) is between TRIBOO LLC (registered in Delaware, United States) (“we,” “us,” or “our”) and you or the entity that you represent (“you,” or “your”). For the purposes of enabling us to provide professional services to you, you have agreed to provide us with written and oral information (“Confidential Information”) concerning the project which we have been engaged to complete (“Project”) subject to the terms of this NDA. This NDA takes effect when you sign our engagement letter, or use our Services (as defined in the Service Terms).

1. We will keep the Confidential Information, and our engagement with you, in strict confidence. We will not use the Confidential Information, and publicly reference you or this engagement in any way, without your prior written consent, for any purpose other than in connection with the Project. The Confidential Information will not be disclosed to any persons other than those Representatives (as defined below) who have a need to know. “Representatives” means our affiliates, directors, officers, employees, professional advisers and agents. We will inform our Representatives of the confidential nature of the Confidential Information and direct our Representatives to hold the Confidential Information in strict confidence.

2. Section 1 (above) will not apply to any information which: (a) is or becomes generally available to the public through no violation of this NDA; (b) was available to us on a non-confidential basis prior to its disclosure to us by the you; (c) becomes available to us on a non-confidential basis from a source other than you provided that such source is not bound by an NDA with you; or (iv) is required to be disclosed to any court, regulatory authority, other governmental authority or pursuant to any requirement of law.

3. At your request, we will destroy all Confidential Information received from you and will not retain any copies of, or other reproductions or extracts of, the Confidential Information, except as it may retain in accordance with prudent business practices (any retained material will remain subject to the provisions of this NDA without any time limit).

4. We acknowledge and agree that you make no representation or warranty, express or implied, as to the accuracy, correctness or completeness of the Confidential Information. You, your affiliates, directors, officers, employees, professional advisors or agents will not be liable to us for any loss or damage suffered by us resulting from our use of the Confidential Information.

5. This NDA is governed by and will be construed in accordance with the laws of the State of Washington State United States, and the parties irrevocably submit to the non-exclusive jurisdiction of the courts of King County, Washington. The duration of this NDA is twenty-four (24) months from the acceptance date of this NDA. No party will amend or modify this NDA without the written consent of the other party.