THIS NON-DISCLOSURE AGREEMENT (herein the “Agreement”) is entered into as of _______________________, by and between_____________________________________ (hereafter “Client”) and NutriPanels (hereafter “NutriPanels”). For the purposes of this Agreement, NutriPanels has agreed to provide Nutritional Analysis and/or marketing services related to the Client’s food recipe(s).

Now, therefore, for good and adequate consideration, the sufficiency of which is hereby acknowledged, the parties agree as follows:

1. CONFIDENTIAL INFORMATION: NutriPanels agrees that all recipes and business information of Client, its food products and trade secrets, are Confidential. NutriPanels agrees not to use, distribute or otherwise allow the disclosure to any third party by its officers, directors, employees, agents or contractors without the express written consent of Client.

2. NON-DISCLOSURE: In the course of performing the agreed upon services for Client, NutriPanels agrees to conduct such operations in confidence so as to protect Confidential Information which includes but is not limited to recipes, specification sheets, ingredient statements, weights and measurements, technical data or data regarding Client’s processes, which may come within the knowledge of NutriPanels. NutriPanels shall make every effort to ensure that all information disclosed is limited to as few of its employees as possible, and only those who are directly connected with the performance of the work for Client, and who have a definite need for such knowledge.

3. SURVIVAL AND BINDING EFFECT: This Agreement hereunder shall be binding upon the parties, their personal representatives, heirs, assigns and successors in interest. This Agreement shall remain binding and survive the termination of any food production services provided by NutriPanels to Client.

4. MISCELLANEOUS: This Agreement shall be governed by the laws of the State of New Mexico.