Confidentiality Disclosure

This Confidentiality Disclosure Agreement (“Agreement”) takes effect as of August 15, 2024 (the “Effective Date”) and is made between:

Our Website (the “Disclosing Party”), hereinafter referred to as the “Disclosing Party” (“Disclosing Party,” which encompasses and includes its authorized representative(s), associates, affiliates, partners appointed on its behalf or who benefit from this Agreement),

and

You, hereinafter referred to as the “Recipient Party” (“Recipient Party,” which encompasses and includes its authorized representative(s), associates, affiliates, partners appointed on its behalf or who benefit from this Agreement).

Each of the Disclosing Party and the Recipient Party is referred to as a Party, and collectively they are referred to as the Parties.

The Parties intend to discuss specific business opportunities. Such discussions may necessitate the Disclosing Party to share Confidential Information with the Recipient Party. To ensure the protection of this Confidential Information, the Parties agree upon certain terms.

Definitions

“Disclosing Party” refers to the Party from which the Confidential Information is received by the Recipient Party.

“Recipient Party” refers to the Party that receives the Confidential Information from the Disclosing Party.

Confidential Information

“Confidential Information” is defined as any information pertaining to the Disclosing Party that is:

identified as “confidential,” “proprietary,” or “private” at the time of its disclosure, whether communicated orally or through other means.

Furthermore, Confidential Information will not apply to information that is:

already in the possession of the Recipient Party without a confidentiality obligation, obtained from a third party without a confidentiality obligation, or independently developed by the Recipient Party.

Obligations and exceptions to obligations

The Disclosing Party assures that it possesses the authority to disclose its Confidential Information to the Recipient Party.

The Recipient Party commits to refraining from using the Confidential Information for personal benefit or for any purpose unrelated to the discussions concerning business opportunities between the Parties.

The Recipient Party agrees that, without prior written consent from the Disclosing Party, it will not:

copy, reproduce, distribute, or disclose any Confidential Information of the Disclosing Party to any other person, corporation, or entity, except as allowed in writing between the Parties.

It is hereby noted that:

Nothing in this Agreement inhibits a Party’s ability to develop, procure, or market products and/or services that may compete with those offered by the other Party, provided that no authorized use of the Confidential Information of the other Party occurs.

Governing Law

This Agreement will be governed, interpreted, and construed in accordance with the laws of Brooklyn, NY 11225, United States.

Termination

This Agreement shall commence on the Effective Date and continue for 100 years, unless terminated by either Party by providing written notice at least 36,525 days in advance.


Last Updated: January 6, 2025