NDA for Prospective Buyer of Furlow Consulting Client

CONFIDENTIALITY AND AGENCY DISCLOSURE AGREEMENT

In connection with the possible acquisition (the "Proposed Transaction") by you of:
_______________________________________________________________________
(the "Company"), Furlow Consulting (“Furlow”) has furnished you with information regarding the Company, its financial condition, operations and prospects (the "Proprietary Information"), and in consideration of obtaining said Proprietary Information, you hereby agree as follows:

1. All Proprietary Information furnished to you will be deemed confidential, and you will not disclose any such Proprietary Information for three (3) years from the date hereon to any persons or entities other than your employees or representatives actively and directly participating in the study and evaluation of the Proprietary Information, for any purpose.

2. If you decide not to pursue the Proposed Transaction, you will promptly advise Furlow of this fact and return to Furlow and Company Proprietary Information furnished to you without retaining copies, summaries, analyses or extracts thereof, or otherwise dispose of said Proprietary Information as directed by Furlow and Company. Furthermore, you agree not to use the Proprietary Information to harm the Company by soliciting its customers and/or employees, or by disclosing said Proprietary Information, or the fact the Company is for sale, to any of its competitors, customers or vendors.

3. Although you understand that the Proprietary Information contains certain information Furlow and Company consider relevant for the purpose of your investigation of the Proposed Transaction, Furlow or Company makes no representations or warranties as to its accuracy or completeness.

4. You further understand that Furlow is acting as agent for the Company in the Proposed Transaction, and as such, has a fiduciary responsibility to represent the Company's best interests in any negotiations.

Agreed to and accepted this _____________ day of, 2008.

Company: _________________________________________________________

Name (please print): ________________________________________________

Signature: ________________________________________________________

Address: __________________________________________________________

City __________________________________ State _______ Zip ___________

Phone Number ____________________ Email_____________________________