This Confidentiality Agreement (this "Agreement") is made effective as of this date, between TOPGUN Ventures, of 110 Broadway, Suite 380, San Antonio, Texas 78205 and Reader.

In this Agreement, the party who owns the Confidential Information will be referred to as ("TGV"), and the party to whom the Confidential Information will be disclosed will be referred to as ("Reader").

TGV is engaged in providing themeing content and other design and financial services. Reader has represented that Reader will protect the confidential material and information which may be disclosed between TGV and Reader. Therefore, the parties agree as follows:

I. CONFIDENTIAL INFORMATION. The term "Confidential Information" means any information or material which is proprietary to TGV, whether or not owned or developed by TGV, which is not generally known other than by TGV, and which Reader may obtain through any direct or indirect contact with TGV.

a. Confidential Information includes without limitation:

- business records and plans

- customer lists and records

- product design information

- pricing structure

- costs

- copyrights and other intellectual property

- and other proprietary information.

b. Confidential Information does not include:

- matters of public knowledge that result from disclosure by TGV

- information disclosed by operation of law

and any other information that both parties agree in writing is not confidential.

II. PROTECTION OF CONFIDENTIAL INFORMATION. Reader understands and acknowledges that the Confidential Information has been developed or obtained by TGV by the investment of significant time, effort and expense, and that the Confidential Information is a valuable, special and unique asset of TGV which provides TGV with a significant competitive advantage. Therefore, Reader agrees to hold in confidence and to not disclose the Confidential Information to any person or entity without the prior written consent of TGV. Reader further agrees not to contact any of TGV's current or planned clients (regarding the Confidential Information or any of TGV's activities) without prior written permission from TGV. Reader acknowledges that TGV is conducting negotiations with several of its clients, and that any unauthorized contact between Reader and TGV's client may cause serious and irreparable harm to those negotiations.

Reader is free to contact any person, even those introduced by TGV, for other matters not related to this effort.

No Copying. Reader will not copy or modify any Confidential Information without the prior written consent of TGV.

Application to Employees. Further, Reader shall not disclose any Confidential Information to any employees of Reader, except those employees who are required to have the Confidential Information in order to perform their job duties in connection with the limited purposes of this Agreement. Each permitted employee to whom Confidential Information is disclosed shall sign a non-disclosure agreement substantially the same as this Agreement at the request of TGV.

Unauthorized Disclosure of Information. If it appears that Reader has disclosed (or has threatened to disclose) Confidential Information in violation of this Agreement, TGV shall be entitled to an injunction to restrain Reader from disclosing, in whole or in part, the Confidential Information. TGV shall not be prohibited by this provision from pursuing other remedies, including a claim for losses and damages.

III. RETURN OF CONFIDENTIAL INFORMATION. Upon the written request of TGV, Reader shall return to TGV all written materials containing the Confidential Information. Reader shall also deliver to TGV written statements signed by Reader certifying that all materials have been returned within five (5) days of receipt of the request.

IV. RELATIONSHIP OF PARTIES. Neither party has an obligation under this Agreement to purchase any service or item from the other party, or commercially offer any products using or incorporating the Confidential Information. This Agreement does not create any agency, partnership, or joint venture.

V. NO WARRANTY. Reader acknowledges and agrees that the Confidential Information is provided on an AS IS basis. TGV MAKES NO WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE CONFIDENTIAL INFORMATION AND HEREBY EXPRESSLY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT SHALL TGV BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, OR CONSEQUENTIAL DAMAGES IN CONNECTION WITH OR ARISING OUT OF THE PERFORMANCE OR USE OF ANY PORTION OF THE CONFIDENTIAL INFORMATION. TGV does not represent or warrant that any product or business plans disclosed to Reader will be marketed or carried out as disclosed, or at all. Any actions taken by Reader in response to the disclosure of the Confidential Information shall be solely at the risk of Reader.

VI. LIMITED LICENSE TO USE. Reader shall not acquire any intellectual property rights under this Agreement except the limited right to use set out above. Reader acknowledges that, as between TGV and Reader, the Confidential Information and all related copyrights and other intellectual property rights, are (and at all times will be) the property of TGV, even if suggestions, comments, and/or ideas made by Reader are incorporated into the Confidential Information or related materials during the period of this Agreement.

VII. GENERAL PROVISIONS. This Agreement sets forth the entire understanding of the parties regarding confidentiality. Any amendments must be in writing and signed by both parties. This Agreement shall be construed under the laws of the State of Delaware. This Agreement shall not be assignable by either party, and neither party may delegate its duties under this Agreement, without the prior written consent of the other party.

Information Owner:

TOPGUN Ventures, LLC