NON-DISCLOSURE AGREEMENT ____/____/______ ; ____:____(am / pm)      Page 02 of 02

Receiving Party shall not, and shall instruct its servants and agents not to and will not allow or cause to allow any person to copy, modify, enhance or create derivative works of the Information or reverse engineer decompile, disassemble or otherwise exploit any component of the Information nor make any disclosures with reference thereto to any third party.

All documents, drawings, sketches and designs furnished by Disclosing Party shall remain the property of Disclosing Party and shall be returned to Disclosing Party at its request.

All Disclosing Party’s copyright and trademark notices appearing on any Information shall be preserved and if applicable, the Company agrees to identify “Atlas Group of America, Inc.” as “Atlas Group of America, Inc.” in any dealings with third parties it may have in conjunction with the purposes of this Agreement.

Upon advance written request by Receiving Party, Disclosing Party may in its sole discretion give permission, valid only if and to the extent given in writing signed by a duly authorized representative of Disclosing Party, to Receiving Party to disclose Information otherwise required to be kept confidential by this Agreement.

In the event of any breach of the confidentiality obligations contained herein by the Receiving Party or its employee(s), or any person to whom Receiving Party has disclosed the Information, Receiving Party agrees to co-operate with and assist Disclosing Party in taking the appropriate steps (similar to the steps Receiving Party would take in the event of the same breach of its own confidential Information) to eliminate the breach and minimize its impact to the Disclosing Party.

This Agreement shall be binding upon the successors and assigns of Disclosing Party and inure to the benefit of the successors and assigns of Receiving Party. No oral agreement, statement or representation shall alter its provisions.

Each party represents and warrants that it has the necessary legal rights, interests and power to enter into this Agreement.

If any provision of this Agreement shall be held invalid in a court of law, the remaining provisions shall be construed as if the invalid provision were noted included in this agreement.

This Agreement shall be construed and enforced in accordance with the laws of the State of Michigan, U.S.A.

IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by their duly authorized representatives.

For Company                                                   For Atlas Group of America, Inc.

Sign :   _____________________________       Sign : _____________________________

Name : _____________________________       Name : ____________________________

Title :   _____________________________       Title : _____________________________

Date :   _____________________________       Date : _____________________________