A-MECH ENGINEERING, INC.

CONFIDENTIAL DISCLOSURE AGREEMENT

This Agreement is made on __________ ,200__, between A-MECH ENGINEERING, INC., ("A-MECH") having a place of business at 8532 Paradise West Dr. Paradise UT, and _____________________ , having a place of business at ___________________________, ("Recipient").

WHEREAS, Recipient is desirous of inspecting and reviewing said Proprietary Information to permit Recipient to evaluate Recipient's interest in entering into a further business relationship with A-MECH and A-MECH is willing to disclose the Proprietary Information to Recipient;

NOW, THEREFORE, in consideration of the premises, mutual promises, and covenants contained herein, the parties hereto agree as follows:

1. A-MECH agrees to disclose those aspects of the Proprietary Information to Recipient necessary to accomplish the purpose of this Agreement.

2. In consideration of the receipt of the Proprietary Information, Recipient expressly agrees that it shall not communicate, disclosure or make available all or any part of the Proprietary Information and shall only use the Proprietary Information for the express purpose of evaluation.

3. A-MECH and Recipient agree that the Proprietary Information and all copies, models, prototypes and written descriptions thereof, supplies by A-MECH and/or made by Recipient, shall be the property of A-MECH unless other agreements are made.

4. The restrictions and obligations upon the parties under this Agreement concerning confidentiality shall not apply to any portion of the Proprietary Information which:

(a) Is known to the other party prior to receipt thereof under this Agreement, as evidenced by written records.

(b) Is or shall have become public knowledge, by publication or otherwise, through no fault of the Recipient.

5. Recipient agrees that all restrictions contained in this Agreement are reasonable and valid and necessary for the reasonable protection of A-mech. In order to enforce any of the provisions within this Agreement or on account of any damages sustained by A-mech by reason of violation by Recipient of any term or provision of this Agreement, Recipient agrees to pay A-mech's reasonable attorney's fees to be fixed by the Court.