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+NON-DISCLOSURE AGREEMENT (NDA)
+
+This Nondisclosure Agreement or ("Agreement") has been entered into on the date of
+_____________0CTOBER 19TH, 2022_________________ and is by and between:
+Party Disclosing Information: ___TCN STUDIOS LTD__________________________ with a mailing address 
+of
+______N0. 111 NHF ESTATES APENKWA ST.______________________________________________________ 
+(“Disclosing Party”).
+Party Receiving Information: ______________________________ with a mailing address of
+____________________________________________________________ (“Receiving Party”).
+For the purpose of preventing the unauthorized disclosure of Confidential Information as defined
+below. The parties agree to enter into a confidential relationship concerning the disclosure of
+certain proprietary and confidential information ("Confidential Information").
+1. Definition of Confidential Information. For purposes of this Agreement, "Confidential
+Information" shall include all information or material that has or could have commercial value or
+other utility in the business in which Disclosing Party is engaged. If Confidential Information is in
+written form, the Disclosing Party shall label or stamp the materials with the word "Confidential"
+or some similar warning. If Confidential Information is transmitted orally, the Disclosing Party
+shall promptly provide writing indicating that such oral communication constituted Confidential
+Information.
+2. Exclusions from Confidential Information. Receiving Party's obligations under this
+Agreement do not extend to information that is: (a) publicly known at the time of disclosure or
+subsequently becomes publicly known through no fault of the Receiving Party; (b) discovered or
+created by the Receiving Party before disclosure by Disclosing Party; (c) learned by the
+Receiving Party through legitimate means other than from the Disclosing Party or Disclosing
+Party's representatives; or (d) is disclosed by Receiving Party with Disclosing Party's prior
+written approval.
+3. Obligations of Receiving Party. Receiving Party shall hold and maintain the Confidential
+Information in strictest confidence for the sole and exclusive benefit of the Disclosing Party.
+Receiving Party shall carefully restrict access to Confidential Information to employees,
+contractors and third parties as is reasonably required and shall require those persons to sign
+nondisclosure restrictions at least as protective as those in this Agreement. Receiving Party
+shall not, without the prior written approval of Disclosing Party, use for Receiving Party's benefit,
+publish, copy, or otherwise disclose to others, or permit the use by others for their benefit or to
+the detriment of Disclosing Party, any Confidential Information. Receiving Party shall return to
+Disclosing Party any and all records, notes, and other written, printed, or tangible materials in its
+possession pertaining to Confidential Information immediately if Disclosing Party requests it in
+writing.
+
+Copyright © 2022 TCN STUDIOS LTD. All Rights Reserved.
+
+Page 1 of 2
+
+4. Time Periods. The nondisclosure provisions of this Agreement shall survive the termination
+of this Agreement and Receiving Party's duty to hold Confidential Information in confidence
+shall remain in effect until the Confidential Information no longer qualifies as a trade secret or
+until Disclosing Party sends Receiving Party written notice releasing Receiving Party from this
+Agreement, whichever occurs first.
+5. Relationships. Nothing contained in this Agreement shall be deemed to constitute either
+party a partner, joint venture or employee of the other party for any purpose.
+6. Severability. If a court finds any provision of this Agreement invalid or unenforceable, the
+remainder of this Agreement shall be interpreted so as best to affect the intent of the parties.
+7. Integration. This Agreement expresses the complete understanding of the parties with
+respect to the subject matter and supersedes all prior proposals, agreements, representations,
+and understandings. This Agreement may not be amended except in writing signed by both
+parties.
+8. Waiver. The failure to exercise any right provided in this Agreement shall not be a waiver of
+prior or subsequent rights.
+9. Notice of Immunity. Employee is provided notice that an individual shall not be held
+criminally or civilly liable under any  trade secret law for the disclosure of a trade
+secret that is made (i) in confidence to a federal, state, or local government official, either
+directly or indirectly, or to an attorney; and (ii) solely for the purpose of reporting or investigating
+a suspected violation of law; or is made in a complaint or other document filed in a lawsuit or
+other proceeding, if such filing is made under seal. An individual who files a lawsuit for
+retaliation by an employer for reporting a suspected violation of law may disclose the trade
+secret to the attorney of the individual and use the trade secret information in the court
+proceeding, if the individual (i) files any document containing the trade secret under seal; and (ii)
+does not disclose the trade secret, except pursuant to court order.
+This Agreement and each party's obligations shall be binding on the representatives, assigns
+and successors of such party. Each party has signed this Agreement through its authorized
+representative.
+
+DISCLOSING PARTY
+Signature: _____________________________________________________
+Typed or Printed Name: ___________________________ Date: _______________
+RECEIVING PARTY
+Signature: _____________________________________________________
+Typed or Printed Name: ___________________________ Date:
+
+Copyright © 2022 TCN STUDIOS LTD. All Rights Reserved.
+
+Page 2 of 2
+
+