NON-DISCLOSURE AGREEMENT This Non-Disclosure Agreement (Agreement) made as of December 7, 2011, by and between, John Doe, ("Writer"), and

ABC Productions, LLC ("Producer"). A. Producer is developing a concept (Concept) and screenplay (Screenplay) for a possible future theatrical motion picture production (the "Picture") . B. Producer wishes Writer to evaluate said Concept and have access to certain research and other proprietary documents and information (collectively, the Materials) for the sole purpose of determining whether Writer would like to participate as a Script Consultant or in some other capacity in connection with the preparation of the Screenplay and the production of the Picture. NOW, THEREFORE, in consideration of the premises and mutual covenants herein contained, the parties agree as follows: 1. All information disclosed to Writer by Producer, or Producers agents, employees or contractors (including, without limitation, the Concept and the Materials), whether in writing or orally, that relates or refers, directly or indirectly, to the Concept, the Screenplay or the Picture, including, without limitation, the Materials, shall be deemed confidential and shall constitute Confidential Information. Without limiting the generality of the foregoing, Confidential Information shall include (i) all documents generated by Writer which contain, comment upon, or relate in any way to any Confidential Information received from Producer or Producers agents, employees, or contractors, (ii) any written Materials received from Producer together with any information derived by Writer therefrom, and (iii) the fact that Producer is developing the Screenplay and the Picture. 2. Writer agrees to accept disclosure of the Confidential Information and to exercise the same degree of care to maintain the Confidential Information secret and confidential as is employed by Writer to preserve and safeguard his own materials and confidential information. 3. The Confidential Information shall remain the property of Producer and shall not be disclosed or revealed by Writer to anyone else. 4. Writer shall notify Producer by January 1, 2012 of any determination Writer may arrive at with respect to Writers desire to participate in the development of the Screenplay and the Picture. Notwithstanding the foregoing, the submission of the Confidential Information to Writer is not to be construed as an offer of employment or an offer to enter into any transaction with Writer, including, without limitation, having Writer participate in the development of the Screenplay or the Picture. Further, nothing in this Agreement shall be deemed a sale or offer for sale of the Concept, Screenplay, Picture or any Confidential Information, and nothing contained herein shall in any way obligate Producer to grant to Writer, a license or any other rights, directly or by implication, estoppel or otherwise to the Confidential Information or any of the foregoing or any portion thereof. In the event Writer is willing to participate in such development activities, Producer shall determine, in its sole discretion, whether to make any offer to Writer in that regard. In the event that both parties determine that they would like to have Writer participate in the development of the Screenplay and/or Picture, the parties shall negotiate in good faith with respect to the terms of such participation. In the event that the parties do not enter into an agreement with regard to Writers
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participation, then within five (5) business days after such determination, Writer shall return any and all Confidential Information to Producer, along with all copies or derivatives thereof and all writings generated by Writer in connection with Writers evaluation of the Confidential Information. 5. Other than as specifically provided herein, Writer will not use the Confidential Information for any purpose whatsoever other than for the sole purpose permitted herein, unless and until a further executed agreement is first made between the parties setting forth the terms and conditions under which Writer shall participate. 6. Writer agrees that Writer will not contact any party or parties other than Producer concerning the Confidential Information without prior written authorization from Producer. 7. Writers obligations of confidentiality hereunder shall extend from the date of this Agreement and shall survive the expiration or termination of this Agreement. 8. This Agreement sets forth the entire agreement between the parties with respect to the subject matter set forth herein and may not be amended or modified, except by a writing signed by all of the parties. 9. This Agreement shall be governed by the laws of the State of California without regard to the conflict of laws provisions thereof. Any legal action brought in connection with this Agreement shall be initiated and heard in the state or Federal courts of the County of Los Angeles, California and the parties hereto specifically consent to the jurisdiction of said courts and agree that said venue is a proper and convenient forum for the hearing of any such action. 10. This Agreement may be executed in counterparts. A signature sent by electronic facsimile or as a pdf attachment to an email shall be deemed an original signature for purposes hereof. IN WITNESS WHEREOF, the parties have executed this agreement as of the day and year first above written. Writer ____________________ JOHN DOE Producer ABC PRODUCTIONS, LLC By: ____________________ Its: _____________________

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