NONE-COMPETE AGREEMENT

Between

EMS RESEARCH LTD

And

[PARTNER]
THIS AGREEMENT is made on the [DAY] day of [MONTH] 2010

1. WHEREAS:

EMS Research (“EMS”) intends to contract [PARTNER] (“Partner”) to carry out

subcontracting work including, but not limited to, Market Research and related
Fieldwork.

Both parties acknowledge the potential of [PARNTER] intruding on EMS’s client

relationships along with their mutual desire to prevent such intrusions from
occurring.

2. The Parties Therefore Agree:

a. [PARTNER] will keep all confidential information confidential save for where this is
unavoidable to perform the subcontracting work.

b. It is recognized that subcontracting work will be governed on a project-by-project basis

by contracts including, but not limited to Statements of Work. In the event of an
agreement (howsoever formed) with EMS ending, [PARTNER] agrees not to use, for any
purposes, any of the confidential information that has arisen from the agreement. For
the avoidance of doubt, the confidential information referred to includes, but is not
limited to, the following:

(a) Content,

(b) Information,

(c) Intellectual Property rights,

(d) Any contracts or contacts made.

c. [PARTNER] confirms that on or before termination the agreement, [PARTNER] will

return to EMS all software and hardware documents and correspondence, client lists
and other property provided to [PARTNER] or generated or otherwise obtained by
[PARTNER] in the course of the engagement with EMS Research.

d. [PARTNER] will not solely or jointly with or on behalf of another person or body
corporate, directly or indirectly make use of any content, information, intellectual
property contracts or contacts provided to [PARTNER] or generated or otherwise
obtained by [PARTNER] in the course of your engagement with EMS Research other
than for the purpose of [PARTNER]’S engagement with EMS.

e. [PARTNER] agrees not to, either solely or jointly with or on the behalf of another person
or body corporate, directly or indirectly, solicit any person or body corporate who has,
at any time, been a customer of EMS.

f. [PARTNER] will specifically not engage in direct dealings with clients for which
[PARNTER] is carrying out subcontracting work.

g. Should any direct contact of business be proposed by such a client if EMS, then
[PARTNER] is obligated to inform EMS immediately of the occurrence and precise and
 complete content of any such proposal. [PARTNER] will not respond, whether on their
own or on EMS’ behalf, to any such proposals.

h. These restrictions apply throughout [PARTNER]’S engagement with EMS Research and
for two calendar years from the last date of termination of any of [PARTNER]’s
subcontracting agreements (howsoever formed) with EMS Research.

3. Severability

It is hereby declared that the foregoing paragraphs, sub-paragraphs and clauses of this
Agreement shall be read and construed independently of each other. Should any part of this
Agreement or its paragraphs, sub-paragraphs or clauses be found invalid it shall not affect
the remaining paragraphs, sub-paragraphs and clauses.

4. Entire Agreement

This Agreement sets out the entire Agreement and understanding of the parties and is in
substitution of any previous written or oral agreements between the parties.

5. Jurisdiction

This Agreement shall be construed in accordance with the laws of England and shall be
subject to the exclusive jurisdiction of the English courts.

IN WITNESS of which the parties have signed this Agreement the day, month and year first
above written.

EMS Research

Neil Jarvis

Managing Director

Signature:

[PARTNER]

Signature: