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, professiona
