WHEREAS, Joe2, Inc. is providing to the User certain confidential information in documentation form, computer products, and intellectual property, and/or file data, (all of the above hereafter referred to as "Materials") for purpose of review, analysis, testing, manufacturing and/or other permitted use by the User, and Joe2, Inc. desires to protect and preserve any and all confidential and proprietary information to be disclosed to the User; NOW, THEREFORE, in consideration of the covenants and agreements herein, the User agrees for the period of seven years from the date of each disclosure hereunder, as follows:

1. Joe2, Inc. shall provide the Materials to the User for use as provided herein. Joe2, Inc. may disclose to User either orally or in writing, certain information contained in which Joe2, Inc. believes is confidential. Materials as used in this Agreement shall mean the information of Joe2, Inc. (including the items described above) which is disclosed to User pursuant to this Agreement by accessing this website. Materials shall include, but not be limited to, trade secrets, know-how, inventions, techniques, processes, algorithms, software programs, semiconductor designs, schematics, designs and business information.

2. The Materials are and shall remain the proprietary Materials of Joe2, Inc. .

3. No right, title, and/or interest (including but not limited to patents, copyrights, trademarks, and trade secrets) in the Materials will pass to User by this Agreement.

4. User will keep confidential and prevent and protect the contents of the Materials, or any part thereof, from disclosure by its agents or employees to the same extent that it protects its own confidential information; SPECIFICALLY IT WILL NOT MAKE COPIES OF THE MATERIALS. User will have no obligation of confidentiality as to Materials which, without breach of any restriction here or otherwise, are in the public domain, are independently developed by User, or are already in User's possession prior to disclosure by Joe2, Inc. .

5. User understands that its copying or unauthorized disclosure of the Materials will cause Joe2, Inc. to sustain significant damages, and Joe2, Inc. 's remedies at law may not be adequate, in which case Joe2, Inc. may seek injunction or other equitable remedies.

6. User agrees to use the Materials only for its own internal review, analysis, testing, manufacturing and/or other use specifically permitted by Joe2, Inc. herein.

7. User, at its expense, shall return all Materials to Joe2, Inc. , upon demand by Joe2, Inc. , within at least 14 days of notification by Joe2, Inc. to User.

8. This Agreement shall not be construed to be an agreement to license Joe2, Inc. 's Materials, to engage Joe2, Inc. or the User to perform any work or supply any Materials, which shall be the subject matter of a separate agreement.

9. Independently of any other remedy limitation hereof, and notwithstanding any failure of the essential purpose of any such limited remedy, it is agreed that in no event shall Joe2, Inc. be liable for special, punitive, indirect, incidental, or consequential damages of any kind under this Agreement or resulting from User�s use of this website or any information or material contained herein, even if advised of the possibility of such damage. The material provided to User hereunder is provided as is, and Joe2, Inc. makes no warranties as to fitness, merchantability, or intellectual property rights.

10. This Agreement shall be governed by and construed in accordance with the laws of the State of New York , excluding that part of New York law that governs conflict of laws.

11. If User breaches any of its obligations under this Agreement, Joe2, Inc. shall (without limiting its other rights or remedies) be entitled to equitable relief including but not limited to injunctive relief, since the unauthorized use, disclosure, distribution, or transfer of the Materials or confidential information will cause Joe2, Inc. irreparable harm and User stipulates that Joe2, Inc. 's remedy at law would not be adequate.

12. It is expressly agreed that clicking on the box stating I Agree, shall have the same force and effect as if the parties had signed this agreement.