SafeID USER & CUSTOMER
NONDISCLOSURE AGREEMENT

This NONDISCLOSURE AGREEMENT (the "Agreement") is between ACCUCOM CORPORATION, a Delaware corporation with a principal place of business at 164 Newbury Street, Boston, Massachusetts ("Accucom" or "SafeID"), and you (the "USER") of this site and its services.

By using the site and services (the "SERVICE") you agree that:

1. Private Beta

By using the SERVICE you agree that you are part of a private beta test, with information not available to the public.

2. Definitions

"Confidential Information" means any oral, written, graphic or machine-readable information including, but not limited to, that which relates to patents, patent applications, recipes, research, product plans, products, developments, inventions, processes, designs, drawings, artwork, illustrations, engineering, formulae, know-how, trade secrets, markets, software (including source and object code), hardware configuration, computer programs, algorithms, business plans, agreements with third parties, services, customers, marketing or finances of Accucom.

3. Nondisclosure

(a) USER agrees that it shall not use any Confidential Information disclosed to it by SafeID for its own use or for any purpose other than to carry out discussions concerning, and the undertaking of, the Relationship. USER shall not disclose or permit disclosure of any Confidential Information to third parties. USER agrees that it shall take all reasonable measures to protect the secrecy of and avoid disclosure or use of Confidential Information in order to prevent it from falling into the public domain or the possession of persons other than those persons authorized by Accucom to have any such information. Such measures shall include, but not be limited to, the highest degree of care that the USER is reasonably able to achieve following such instructions in respect thereof that Accucom may make, from time to time. USER agrees to notify SafeID in writing of any actual or suspected misuse, misappropriation or unauthorized disclosure of Confidential Information which may come to USER's attention.

(b) Notwithstanding the above, USER shall have no liability to SafeID with regard to any Confidential Information of SafeID which USER can prove:

(i) was in the public domain at the time it was disclosed or has entered the public domain through no fault of the USER;

(ii) was known to USER, without restriction, at the time of disclosure;

(iii) is disclosed with the prior written approval of SafeID; or

(iv) is disclosed pursuant to the order or requirement of a court, administrative agency, or other governmental body; provided, however, that USER shall provide prompt notice of such court order or requirement to SafeID to enable SafeID to seek a protective order or otherwise prevent or restrict such disclosure.

4. Return of Materials

Any materials or documents furnished by SafeID to USER in connection with the Relationship shall be promptly returned by USER, accompanied by all copies of such documentation, within ten (10) days after (i) the Relationship has been concluded or (ii) the request (whether in writing or orally) of SafeID.

5. No Rights Granted

Nothing in this Agreement shall be construed as granting to USER any patent, trademark, copyright or any other right held or owned by SafeID, nor shall this Agreement grant USER any rights in or to the Confidential Information other than the limited right to review such Confidential Information solely for the purpose of conducting the Relationship.

6. Successors and Assigns

This Agreement and any obligations hereunder may not be assigned or transferred by USER without the prior written consent of SafeID.

7. Severability

Each term, condition or other provision of this Agreement (a "Provision") shall be deemed separable. If any Provision or the application of such Provision to any person or circumstance shall be held invalid or unenforceable in any jurisdiction, such Provision shall be invalid or ineffective only in that jurisdiction and only to the extent it has been specifically held to be unenforceable in that jurisdiction and the remainder of this Agreement shall be interpreted so as not to invalidate any other Provision or the application of a Provision to any other person or circumstance.

8. Remedies

SafeID and USER each agree that its obligations set forth in this Agreement are necessary and reasonable in order to protect the USER, SafeID and its business. SafeID and USER each expressly agree that due to the unique nature of SafeID's Confidential Information, monetary damages would be inadequate to compensate SafeID for any breach by USER of the covenants and agreements set forth in the Agreement. Accordingly, SafeID and USER each agree and acknowledge that any such violation or threatened violation shall cause irreparable injury to SafeID and that, in addition to any other remedies that may be available, in law, in equity or otherwise, SafeID shall be entitled (i) to seek injunctive relief against the threatened breach of this Agreement or the continuation of any such breach by USER, without the necessity of proving actual damages, and (ii) to be indemnified by USER from any loss or harm, including but not limited to attorney's fees, arising out of or in connection with any breach or enforcement of USER's obligations under this Agreement or the unauthorized use or disclosure of Accucom's Confidential Information.

9. Amendment and Waiver

Any term of this Agreement may be amended only with the written consent of USER and SafeID. Any amendment made in accordance with this Section shall be binding upon the parties and their respective successors and assigns. Failure to enforce any provision of this Agreement by SafeID shall not constitute a waiver of any term hereof by Accucom.

10. Governing Law

This Agreement shall be governed and construed in accordance with the laws of the Commonwealth of Massachusetts. Any legal action or proceeding arising out of or in connection with this Agreement shall be brought solely in the courts of the Commonwealth of Massachusetts, and may be brought in no other forum. The parties hereby irrevocably submit for all purposes to the jurisdiction of each such court.