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NON-DISCLOSURE, NON-COMPETE, NON-CIRCUMVENT AGREEMENT

(Independent Contractor version)


The following agreement is in connection with a commercial relationship between Civicom,
Inc., a corporation duly organized under the laws o f D e l a w a r e , United States of
America, with an existing place of business at 16 King Street, 3rd Floor, Port Chester, NY
10573 (“Civicom”), and Rhada E. Mendoza of Blk. 1 Lot 3 Teresa Homes, Tibag, Tarlac
city.

PURPOSE OF THIS AGREEMENT:


A. Non-disclosure (Confidentiality) – In the course of providing services for Civicom and
affiliates, Rhada E. Mendoza will be given access to information which is confidential or
proprietary to Civicom, its customers, or its affiliates. This agreement must ensure the
absolute and inviolable confidentiality of such information.
B. Non-compete – This agreement must ensure that confidential information and
relationships are not used to assist Civicom competitors and/or its affiliates.
B. Non-circumvention – Rhada E. Mendoza will also have access to Civicom’s
customers, vendors, and affiliates and their identities. This agreement must prevent the
establishment of direct commercial relationships between Rhada E. Mendoza (and/or
affiliates) and any Civicom customer, vendor or affiliate, without the approval and/or
involvement of Civicom’s management.

NON-DISCLOSURE
In consideration of the commercial relationship between Rhada E. Mendoza and Civicom,
Rhada E. Mendoza agrees to treat as confidential and proprietary all materials and
information received in connection with projects assigned by Civicom and its affiliates. This
includes, but is not limited to business plans, strategies, industry or company information,
research data, customer names, phone numbers, addresses, email addresses, legal issues,
publicity issues, personal issues, and financial information. Specifically defined,
“Confidential Information” includes any information given to Rhada E. Mendoza by an
employee of Civicom or an affiliate, which was not publicly available or previously known by
Rhada E. Mendoza.

Rhada E. Mendoza agrees to make all reasonable efforts to prevent the disclosure of
Confidential Information to third parties, including password protection of any personal
computer holding Confidential Information that might be available to anyone who might
compromise its confidence.

Rhada E. Mendoza may not use the names of employees of Civicom, its customers or any
related brand names in public or promotional materials unless previously authorized in
writing by Civicom management.

This clause will be in effect both during the commercial relationship and after it ends.

Non-disclosure, Non-compete, and Non-Circumvent Agreement Page 1


NON-COMPETE

Rhada E. Mendoza agrees not to use information received in connection with providing
services to Civicom, its customers, or its affiliates to assist any business which competes
with Civicom or its affiliates, both during the commercial relationship and for twelve months
after it ends.

NON-CIRCUMVENT

Rhada E. Mendoza agrees that without prior written authorization of Civicom


management, he/she will not engage in, nor facilitate the engagement in, commercial
activities with any disclosed Civicom customers and/or prospective Civicom customers,
either directly or through another entity. In the event that any disclosed Client and/or
prospective Client of Civicom contacts Rhada E. Mendoza, he/she agrees to immediately
report each contact to Civicom management. This clause will be in effect both during and
after employment.

This agreement is governed by the laws of the state of Connecticut, USA, and may be
modified or waived only in writing.

Rhada E. Mendoza acknowledges that any violation of this agreement is grounds for
immediate termination and forfeiture of accrued benefits, and if any disclosure is proven to
be intentional or the result of gross negligence, could lead to more serious penalties.

ACKNOWLEDGED AND AGREED:

Read and Understood

Rhada E. Mendoza
Blk. 1 Lot 3 Teresa Homes
Tibag, Tarlac City
Philippines 2300 CIVICOM INC.

Name & Signature


Date: 03 November 2010 Date: 03 November 2010

Non-disclosure, Non-compete, and Non-Circumvent Agreement Page 2

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