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Non-Disclosure Agreement

This Non-Disclosure Agreement (the “Agreement”) is made and entered into on 29 Jul 2026 (the “Effective Date”), by and between:

Recitals

WHEREAS the parties wish to explore a potential business relationship (the "Purpose"); and WHEREAS, in connection with the Purpose, each party may disclose certain confidential and proprietary information to the other party; NOW THEREFORE, the parties agree as follows.

Terms & conditions

1. 1. Definition of Confidential Information

   "Confidential Information" means any non-public information disclosed by one party (the "Discloser") to the other (the "Recipient"), in any form, including business plans, financial data, customer lists, technical know-how, source code, designs and trade secrets, whether or not marked as confidential.

2. 2. Obligations of the Recipient

   The Recipient shall (i) keep all Confidential Information strictly confidential; (ii) use it solely for the Purpose; (iii) not disclose it to any third party without the Discloser's prior written consent; and (iv) protect it with at least the same degree of care it uses for its own confidential information, and in no event less than a reasonable standard of care.

3. 3. Exclusions

   Confidential Information does not include information that (a) is or becomes publicly known without breach of this Agreement; (b) was lawfully known to the Recipient prior to disclosure; (c) is independently developed by the Recipient without use of the Confidential Information; or (d) is required to be disclosed by law, provided the Recipient gives prompt notice to the Discloser.

4. 4. Term & Survival

   This Agreement shall remain in effect for a period of two (2) years from the Effective Date. The confidentiality obligations shall survive for a further three (3) years following termination.

5. 5. Return or Destruction

   Upon written request, the Recipient shall promptly return or destroy all Confidential Information in its possession and certify such return or destruction in writing.

6. 6. Remedies

   The parties acknowledge that monetary damages may be inadequate for any breach of this Agreement and that the Discloser shall be entitled to seek injunctive relief in addition to any other remedies available at law.

Governing law & jurisdiction

This Agreement shall be governed by and construed in accordance with the laws of the United Arab Emirates as applicable in the Emirate of Dubai. The parties submit to the exclusive jurisdiction of the courts of Dubai, UAE.

IN WITNESS WHEREOF, the parties have executed this Agreement as of the Effective Date.