YOU HAVE THE VISION.
WE MAKE THE PRODUCT.

This Agreement is entered into on November 6, 2026 between Boston Labs Design + Manufacturing, LLC, a Massachusetts limited liability company ("Boston Labs"), and your company (the "Client"). Boston Labs and the Client are each a "Party" and together the "Parties".

The Parties wish to exchange certain information that may be considered confidential in order to evaluate and, if agreed, carry out a potential product design, development, sourcing and/or manufacturing engagement (the "Purpose"). Either Party may disclose information under this Agreement (as the "Disclosing Party") and either Party may receive it (as the "Receiving Party"). To protect such information, and in consideration of the mutual exchange of it, the Parties agree as follows:

1. Confidential Information. "Confidential Information" means all non-public technical and business information disclosed by the Disclosing Party to the Receiving Party, in any form (written, electronic, oral, visual or by samples), and includes:

ideas, concepts, inventions, patentable ideas, copyrights and trade secrets; sketches, drawings, CAD files, specifications, schematics, prototypes and samples; existing and contemplated products and services; software; research and development; production methods, suppliers and factories; costs, pricing, profit and margin information; finances and financial projections; customers, clients and marketing; and current or future business plans and models, whether or not marked "confidential" or "proprietary", and any information the Receiving Party has reason to believe is confidential, together with any notes, analyses or materials the Receiving Party derives from any of the foregoing. Confidential Information remains the sole and exclusive property of the Disclosing Party.

2. Use. The Receiving Party shall use the Disclosing Party's Confidential Information only for the Purpose, and not for its own benefit or the benefit of any third party for any other purpose.

3. Protection. The Receiving Party shall hold the Disclosing Party's Confidential Information in strict confidence, shall limit disclosure to those of its employees, contractors, affiliates, suppliers, manufacturers and professional advisors who need to know it for the Purpose (its "Representatives"), and shall not disclose it to any other third party without the Disclosing Party's prior written consent. The Receiving Party is responsible for any breach of this Agreement by its Representatives.

The Receiving Party shall ensure that each Representative who receives Confidential Information is bound by confidentiality obligations at least as protective as those in this Agreement, and shall share with any supplier or manufacturer only the Confidential Information needed for that supplier's or manufacturer's role in the Purpose. The Receiving Party shall protect the Confidential Information with at least the same care it uses for its own confidential information, and no less than reasonable care.

4. Exclusions. This Agreement imposes no obligation upon the Receiving Party with respect to any information that (a) was in the Receiving Party's possession before receipt from the Disclosing Party; (b) is or becomes a matter of public knowledge through no fault of the Receiving Party; (c) is rightfully received by the Receiving Party from a third party not owing a duty of confidentiality to the Disclosing Party; (d) is disclosed without a duty of confidentiality to a third party by, or with the authorization of, the Disclosing Party; or (e) is independently developed by the Receiving Party without use of the Disclosing Party's Confidential Information. The Receiving Party may disclose Confidential Information if required by law or court order, provided it gives the Disclosing Party prompt notice where legally permitted and discloses only what is required.

5. Right to Disclose. Each Party warrants that it has the right to make the disclosures it makes under this Agreement.

6. No License. This Agreement shall not be construed as creating, conveying, transferring, granting, or conferring upon the Receiving Party any rights, license, or authority in or to the information exchanged, except the limited right to use Confidential Information for the Purpose as specified in paragraph 2. No license or conveyance of any intellectual property rights is granted or implied by this Agreement. Ownership of any work product created in a later engagement between the Parties will be set out in a separate written agreement.

7. Term and Return. This Agreement covers Confidential Information disclosed during the two (2) years following the date above. The Receiving Party's obligations under this Agreement continue for three (3) years after the last disclosure, except that obligations for trade secrets continue for as long as the information remains a trade secret under applicable law. On the Disclosing Party's written request, the Receiving Party shall promptly return or destroy the Disclosing Party's Confidential Information, except for copies kept in routine electronic backups or as required by law, which remain subject to this Agreement.

8. No Obligation. Neither Party has an obligation under this Agreement to purchase any services, goods, or intangibles from the other Party, or to proceed with any engagement. Each Party acknowledges that the other may already be developing, or may in the future develop, information, products or services similar to those of the Disclosing Party, and nothing in this Agreement prevents it from doing so, provided it does not use or disclose the Disclosing Party's Confidential Information. The exchange of information under this Agreement shall not commit or bind either Party to any present or future contractual relationship (except as specifically stated herein), nor shall it be construed as an inducement to act or not to act in any given manner.

9. Entire Agreement. This Agreement states the entire agreement between the Parties concerning the disclosure of Confidential Information and supersedes any prior agreements, understandings, or representations with respect thereto. Any addition or modification to this Agreement must be made in writing and signed by authorized representatives of both Parties. This Agreement is governed by the laws of the Commonwealth of Massachusetts. This Agreement may be signed electronically and in counterparts, each of which is an original and all of which together are one agreement.

10. Severability. If any of the provisions of this Agreement are found to be unenforceable, the remainder shall be enforced as fully as possible, and the unenforceable provision(s) shall be deemed modified to the limited extent required to permit enforcement of the Agreement as a whole.

WHEREFORE, the Parties acknowledge that they have read and understand this Agreement and voluntarily accept the duties and obligations set forth herein.