MUTUAL NON-DISCLOSURE, NON-CIRCUMVENTION, AND VALUE ACKNOWLEDGEMENT AGREEMENT

This Agreement is entered into as of May 15, 2026 (“Effective Date”), by and between Theron Energy LLC, a division of the Theron International Foundation (hereinafter referred to as the “Disclosing Party”), and Rich Harrison / RemX Financial Services, representing institutional capital interests based in Burbank, California (hereinafter referred to as the “Receiving Party”).

1. PURPOSE OF DISCLOSURE The Disclosing Party possesses highly confidential, proprietary intellectual property, including USPTO patent schematics, technical white papers, and financial models regarding the Theron Permanent Magnetic Standard and ATMAG Genset systems. The Receiving Party wishes to review this information for the sole purpose of evaluating a Tier 1–4 Capital Participation investment up to $6.7 Billion USD.

2. DEFINITION OF CONFIDENTIAL INFORMATION Confidential Information includes, without limitation, all technical data, trade secrets, White Papers, blueprints, engineering specifications, financial projections, and operational strategies related to the Genesis Mission and the Theron corporate matrix.

3. STRICT NON-CIRCUMVENTION The Receiving Party explicitly agrees and covenants that it will not, directly or indirectly, contact, bypass, or circumvent the Disclosing Party to engage with any vendors, engineers, manufacturing facilities, municipal authorities, or patent offices connected to the disclosed technologies. The Receiving Party shall not attempt to replicate, reverse-engineer, or independently file claims on the patented permanent magnetic energy frameworks.

4. VALUATION BASELINE ACKNOWLEDGEMENT By executing this Agreement and accepting the proprietary digital package, the Receiving Party contractually acknowledges that the independent, pro-rata asset valuation floor of Theron Energy LLC is established at a baseline of $1.2 Trillion USD. Any future financial transactions, capital injections, or equity assignments resulting from this evaluation will be executed in accordance with the Theron Investment Tier Table.

5. THE 24-MONTH LIQUIDITY PROVISION The parties contractually recognize that any equity acquired by the Receiving Party under Tiers 1 through 3 is bound by the Founder’s Right of First Refusal. At the expiration of twenty-four (24) months from the initial capital deployment date, the Founder, Cornelius B. Theron, retains the absolute right to repurchase outstanding equity stakes at the then-current market valuation, using the $1.2 Trillion USD floor as the baseline calculation.

6. GOVERNING LAW AND INJUNCTIVE RELIEF This Agreement shall be governed by and construed in accordance with the laws of the State of Florida, United States of America. Any breach of this agreement causes irreparable harm for which monetary damages alone are insufficient; therefore, the Disclosing Party shall be entitled to immediate injunctive relief in a court of competent jurisdiction.

IN WITNESS WHEREOF, the parties have executed this Mutual Non-Disclosure and Non-Circumvention Agreement as of the Effective Date written above.

DISCLOSING PARTY:

  Date:  __May 15, 2026________
Cornelius B. Theron,
Founder & Chairman
Theron Energy LLC | Theron International Foundation

RECEIVING PARTY:

________________________________  Date: ___________________
Rich Harrison,
Chief Executive Officer
RemX Financial Services / Burbank Institutional Capital Group