Linguistix Tank INTERNAL USE ONLY (C2)

This ​Non-Disclosure Agreement​ ​(“​NDA​” or “​Agreement​”)

is entered into on _________________ (the “​Effective Date​”) between

Linguistix Tank Inc.​ ("​LTI​") and (the "​Recipient​”; together the “​Parties​”)
which agree as follows:

1. LTI Confidential Information. ​To further the business relationship between LTI and the Recipient, it is necessary
and desirable that LTI disclose to the Recipient information that is highly sensitive, proprietary and confidential to LTI (the
"​LTI Confidential Information​") including, without limitation, the following: client identities, documents, audio/video
records, databases, intellectual property of LTI or its clients, client lists, business forecasts, pricing and marketing data,
correspondence with respect to LTI Confidential Information. and procedural requirements of LTI relating to the foregoing.

2. Non-Disclosure. ​The Recipient shall not communicate LTI Confidential Information to any third party and shall
use its best efforts to prevent disclosure of LTI Confidential Information to any third party. The Recipient shall take all
reasonable steps to ensure the security of their physical and digital files, and to secure all electronic devices against
access by third parties to avoid inadvertent disclosure of LTI Confidential Information.

3. Use of LTI Confidential Information. ​The Recipient shall neither use LTI Confidential Information nor circulate
it within its own organization except to the ​extent necessary for:

(a) preparing reports and records for delivery to LTI and/or its clients; and

(b) any purpose LTI may authorize in writing.

4. Termination. ​The obligations set out in paragraphs 2 and 3 of this agreement shall not apply with respect to
any particular portion of LTI Confidential Information if and when the Recipient can document that:

(a) the relevant portion of LTI Confidential Information was in the public domain at the time LTl disclosed it to the
Recipient;

(b) the relevant portion of LTI Confidential Information entered the public domain through no fault of the
Recipient;

(c) the relevant portion of LTI Confidential Information was rightfully communicated to the Recipient free of any
obligation of confidence, with such waiver of confidentiality being granted in writing by LTI; or

(d) the relevant portion of LTI Confidential Information was communicated by LTI to a third party free of any
obligation of confidence subsequent to the time of LTl's communication of it to the Recipient.

5. Scope of Information. ​The LTI Confidential Information shall remain the property of LTI and the Recipient shall,
upon the termination of this Agreement or upon request by LTI, promptly destroy any and all LTI Confidential Information
furnished by LTI for the use of training and project related instructions and for the use of the Recipient.

6. Subsequent Communication. ​Communications from the Recipient to personnel and authorized

representatives of LTI shall not be in violation of the proprietary rights of any third party. Notwithstanding the foregoing,
any such communication between the Recipient and LTI must remain in the strictest confidence with the use of
appropriate safeguards and sensitivity to Recipient’s obligations under this Agreement.

7. Scope of Agreement. ​This agreement shall govern all communications between LTI and the Recipient that are
made during the period from the effective date of this agreement to the date on which either party receives from the other
written notice that subsequent communications shall not be so governed.

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 Linguistix Tank INTERNAL USE ONLY (C2)

8. Recipient Personnel and Contracting Parties. ​The Recipient shall ensure that all of its agents, affiliates,
contractors, suppliers and employees who may require or have access to the LTI Confidential Information will be bound
by the provisions of this Agreement and the Recipient shall indemnify and hold LTI harmless in respect of any damages
incurred by LTI as a result of any breach of this Agreement by any of the Recipient’s personnel or by any of the
Recipient’s contracting parties such as its agents, contractors and suppliers.

9. Remedies. ​The Recipient acknowledges that in the event of a breach or threatened breach of any of the
foregoing provisions, the harm suffered by LTI would not be compensable by monetary damages alone and, accordingly,
that LTI shall, in addition to other available legal or equitable remedies, be entitled to injunctive relief against such breach
or threatened breach.

10. Personal Data Consent. The Recipient acknowledges and consents to LTI’s use of the Recipient’s Personal
Data (as defined below) with LTI’s employees, contractors, and vendors who have also signed Non-Disclosure
Agreements in favour of the Recipient in order to ensure the protection and non-disclosure of Recipient’s confidential
information. Personal Data includes:

(a) The use of first and\or last name in internal systems required for completing the business activities agreed
upon with the Recipient;

(b) The use of the personal e-mail address of the Recipient in communication with other related LTI employees,
contractors, and vendors; and

(c) The use of the personal mobile number in communication with the Recipient and\or with any of LTI’s affiliates
and vendors under very specific circumstances that require the use of the mobile number.

11. Governing Law. ​This agreement shall be construed in accordance with the laws of the Province of Ontario.

Signature of LTl Representative Signature of Recipient

Name and Title of LTI Representative Name and Title of Recipient

(including corporation if applicable)

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