MUTUAL NON-DISCLOSURE AGREEMENT

THIS AGREEMENT is effective as of the 9th December, 2024 by Technify Solution and be and ITechgenicGlobal
Pte Limited having its principal place of business at #1-101, 18 haji lane, Singapore, 189211

1. DEFINITIONS
For the purposes of this Agreement, the words and phrases below shall have the following meanings:

(a) “Confidential Information” means any and all data or information that is of value to a Party, and is not generally
known in the industry or to competitors of a Party, and includes, but is not limited to, business information,
specifications, research, software, trade secrets, discoveries, ideas, know-how, designs, drawings, flow charts,
data, computer programs, marketing plans, customer names, budget figures, and other technical financial and
business information concerning a Party, or any such information of clients, customers, parents, affiliates,
subsidiaries or agents of a Party, which is disclosed by such Party (the “Disclosing Party”), whether directly in oral
or material form to the other Party (the “Receiving Party”), or indirectly, by permitting the Receiving Party to
observe the conduct of the Disclosing Party’s various operations or processes, but shall not include Non-
Proprietary Information.

(b) “Non-Proprietary Information” means information that: (i) is within the public domain at the date of disclosure or
which thereafter enters the public domain through no fault of the Receiving Party or its respective officers, agents,
servants or employees; or (ii) is already known to the Receiving Party at the time of its disclosure by the Disclosing
Party, and is not subject to confidentiality restrictions; or (iii) following its disclosure to the Receiving Party, is
received by the Receiving Party without obligation of confidence from a third party who the Receiving Party had
no reason to believe was not lawfully in possession of such information free of any obligation of confidence; or (iv)
is independently developed by the Receiving Party or a parent, subsidiary or affiliate of the Receiving Party without
reference to or knowledge of the Disclosing Party’s Confidential Information; or (v) the Disclosing Party has given
its prior written approval to disclose; provided, however that any information consisting of a combination of Non-
Proprietary Information and Confidential Information will only be considered by the Receiving Party as Non-
Proprietary Information if the combination itself is in the public domain or the prior possession of the Receiving
Party, or is received by the Receiving Party without obligation of confidence, is independently developed, or is
approved for disclosure as described above.

2. OWNERSHIP OF CONFIDENTIAL INFORMATION

The Receiving Party acknowledges that the Confidential Information is received on a confidential basis, and that the
Disclosing Party shall remain the exclusive owner of its Confidential Information and of all patent, copyright, trade secret,
trademark and other intellectual property rights therein. No license or conveyance of any such rights to the Receiving
Party is granted or implied under this Agreement.

3. TREATMENT OF CONFIDENTIAL INFORMATION

The Receiving Party shall:
(a) use the Confidential Information of the Disclosing Party only for purposes of the Project and, without limiting the
generality of the foregoing, shall not, directly or indirectly, deal with, use, exploit or disclose such Confidential
Information or any part thereof to any person or entity or for any purpose whatsoever (or in any manner which
would benefit any competitor of the Disclosing Party) except as expressly permitted hereunder or unless anduntil
expressly authorized in writing to do so by the Disclosing Party;

(b) use reasonable efforts to treat, and to cause all its officers, agents, servants, employees, professional advisors and
contractors and prospective contractors to treat, as strictly confidential all Confidential Information. In no
 event shall such efforts be less than the degree of care and discretion as the Receiving Party exercises in protecting
its own valuable confidential information. Any contractors engaged by or prospective contractors to be engaged
by the Receiving Party in connection with the Project shall be required to assume obligations of secrecy equal to or
greater than the obligations that the Receiving Party has assumed in this Agreement with respect to the Confidential
Information;

(c) not, without the prior written consent of the Disclosing Party, disclose or otherwise make available the Disclosing
Party’s Confidential Information or any part thereof to any party other than those of its directors, officers,
agents, servants, employees, professional advisors, contractors or prospective contractors who need to know the
Confidential Information for the purposes set forth herein;

(d) not copy or reproduce in any manner whatsoever the Confidential Information of the Disclosing Party or any part
thereof without the prior written consent of the Disclosing Party, except where required for its own internal use in
accordance with this Agreement; and

(e) promptly upon the request of the Disclosing Party, return and confirm in writing the return of all originals, copies,
reproductions and summaries of Confidential Information or, at the option of the Disclosing Party, destroy and
confirm in writing the destruction of the Confidential Information;

Provided, however that nothing herein shall restrict in any manner the ability of either Party to use or disclose
Confidential Information owned by it in any manner whatsoever, and the obligations of confidentiality herein shall apply
to each Party only to the extent that the Confidential Information or portion thereof is not owned by that particular
Party.

4. REQUIRED DISCLOSURE
The obligation of nondisclosure set forth in Section 4(c) shall not apply to any Confidential Information that the Receiving
Party is required to disclose by any applicable law, by any rule or regulation of any court or government agency of
competent jurisdiction, or pursuant to legal process; provided, however, that the Receiving Party required to make
such disclosure shall (a) promptly use its reasonable best efforts to limit such disclosure, (b) use its reasonable best
efforts to provide the Disclosing Party with advance notice of any such request for disclosure as promptly as feasible in
order that the Disclosing Party may seek a protective order or such other appropriate remedy as the Disclosing Party
deems necessary, and (c) in any event, make such disclosure only to the extent so required.

5. INJUNCTIVE RELIEF
The Receiving Party acknowledges that the improper disclosure or use of the Confidential Information may give rise to
irreparable injury to the Disclosing Party, inadequately compensable in damages and that, accordingly, the Disclosing
Party may seek and obtain, in addition to any legal remedies that may be available, injunctive relief against the breach
or threatened breach by the Receiving Party of any of the terms of this Agreement.

6. RELATIONSHIP OF THE PARTIES

Nothing in this Agreement nor any acts of the Parties shall be construed, implied or deemed to create an agency,
partnership, joint venture or employer and employee relationship between them. Neither this Agreement nor any of
its provisions shall be considered or construed as a commitment by either Party to engage the other Party in any work
or to purchase any products or services from the other Party.

7. PUBLICITY
Neither Party may use the name of the other in connection with any advertising or publicity materials or activities
without the prior written consent of the other Party, which consent shall not be unreasonably withheld or delayed.

8. TERM
This Agreement shall expire two years from the effective date stated at the beginning of this Agreement, but may be
terminated earlier by either Party giving thirty (30) days written notice to the other Party of its intention to terminate.
Expiration or termination of this Agreement shall not, however, affect the rights and obligations contained in this
Agreement with respect to Confidential Information disclosed prior to such expiration or termination.

9. NOTICES
Notices and other communications required or permitted pursuant to this Agreement, shall be in writing and shall be
delivered personally, or by prepaid registered mail, or sent by confirmed facsimile transmission to the other Party, or by
use of professional overnight courier service, at the addresses set forth above
10. BUSINESS OPPORTUNITIES
During the term of this Agreement and for two years after any termination of this Agreement, either parties will not
directly or indirectly, in any capacity:
(i) solicit the business or patronage of other party’s Customer,
(ii) divert, entice, or otherwise take away from the other party’s the business or patronage of any Customer, or
attempt to do so, or
(iii) solicit or induce any Customer to terminate or reduce its relationship with the other party.

11. ENTIRE AGREEMENT

This Agreement contains the entire understanding between the Parties regarding the treatment of the Confidential
Information, superseding all prior or contemporaneous communications, agreements, or understandings with respect
to such Confidential Information. No amendment to the terms and conditions of this Agreement shall be valid and
binding on the Parties unless made in writing and signed by an authorized representative of each of the Parties.

12. MISCELLANEOUS
(a) Neither party shall assign or otherwise transfer this Agreement or any rights hereunder, in whole or in part, without
the prior written consent of the other Party. This Agreement shall be binding upon the Parties hereto and their
respective successors and permitted assigns.
(b) If any provision of this Agreement should be held invalid, illegal or unenforceable, then, in such event, the
remainder of the Agreement shall still be and continue to be in full force and effect as if such invalid, illegal or
unenforceable provision had been deleted from or never included in this Agreement.
(c) Each of the undersigned represents and warrants to the other Party that they have the power and authority to
enter into this Agreement.
(d) This Agreement shall be construed and interpreted in accordance with the laws of India.

IN WITNESS WHEREOF EACH OF THE PARTIES HERETO HAVE DULY EXECUTED THIS AGREEMENT AS OF THE DATE AND YEAR
FIRST ABOVE WRITTEN

Agreed and accepted to Agreed and accepted to

Itechgenicglobal Pte Limited
T echnify Solution

Signed by
Signed by

Name:Aninda Mukherjee

Title: CEO Title: COO , Cofounder and CPO

Date: 9/12/2024 Date: 9/12/2024