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EXHIBIT 10.2
NON-DISCLOSURE AGREEMENT
Party A: Biosphere Development Company, the subsidiary of Global
Environmental
Energy Company
Party B: Shenzhen Rayes Group Co., Ltd.
Party C: Shenzhen Branch of Yankuang Group Co., Ltd.
Whereas:
1. Party A, Party B and Party C intend to cooperate with each
other on the
commercialization and promotion of the Biosphere System project
in the
Chinese market ("Cooperation Project");
2. Party A, Party B and Party C have reached agreement in the
terms of
cooperation, work arrangement and time schedule of the
Cooperation Project
etc. by signing the Letter of Intent;
3. In order to initiate and facilitate the operation of the
Cooperation
Project, the Parties to this Agreement intend to carry out the
following
work jointly: survey of the Chinese policy on refuse treatment
market;
research and analysis of the market and technology; study of the
appliance
of Biosphere city refuse treatment system in Chinese refuse
treatment
market and related technology solution based upon the features
of Chinese
refuse, amendment of the technological process, supporting
technology
service and prediction of commercial profit.
For the abovementioned purpose, Party A, Party B and Party C
decide to enter
into the following Non-Disclosure Agreement;
1. The Scope of Business Secret
The business secret under this Agreement refers to any secret
information that
is disclosed to or made known to one Party to this Agreement for
the purpose of
the Cooperation Project, no matter whether it is indicated as
secret or
disclosed by means provided that it is not known to the general
public.
The business secret under this Agreement does not cover:
a) Information that is publicly available before the disclosure
by any
Party,
b) Information that is already known to the recipient before
the
disclosure by any Party
2. Obligation of Confidentiality
Any Party shall not utilize the business secret of other Party
unless for the
purpose of the Cooperation Project. Without the prior written
consent of other
Party, any Party shall not copy, disseminate, publicize or
disclose to any other
third party such business secret.
Any Party may disclose, as limited as possible, such business
secret to its
directors, employees, agents
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