Non-Disclosure Agreement (NDA)

Effective Date: October 25, 2024

Website: [ www.nu-pi.com ] ( http://www.nu-pi.com ) ( https://www.nu-pi.com )

Registration link: https://get.nu-pi.com/registration

Parties:
This Non-Disclosure Agreement ("Agreement") is entered into between NU PI Ventures LLC, a Texas limited liability company ("Disclosing Party" or "NU PI Ventures"), and [User, Partner, or Collaborator] ("Receiving Party" or "You").

Purpose:
NU PI Ventures LLC may disclose certain proprietary, private, or non-public information ("Confidential Information") for the purpose of collaboration, research, sponsorship engagement, or participation in events hosted by NU PI Ventures LLC. By accessing or engaging with this information, You agree to be bound by the terms of this NDA.

1. Confidential Information

For the purposes of this Agreement, “Confidential Information” includes all non-public information disclosed by NU PI Ventures LLC, whether in written, oral, electronic, or any other form, including but not limited to proprietary technologies, research data, presentations, materials, strategies, business plans, and patent-pending technology.

2. Definition of Users

In this Agreement, "Users" refers to individuals or entities who have accessed the NU PI Ventures LLC website, reviewed any NU PI introductory videos, registered via the registration link or by regular email, or via NU PI application, or selected an event date or attended a presentation. This Agreement covers all such individuals or entities receiving NU PI Ventures LLC's Confidential Information.

3. Obligations of the Receiving Party

You agree to:

Maintain the confidentiality of all Confidential Information received from NU PI Ventures LLC.
Not disclose any Confidential Information to third parties without express written authorization from NU PI Ventures LLC.
Use Confidential Information solely for the purpose for which it was disclosed, and not for any unauthorized purposes.
Implement reasonable security measures to protect Confidential Information from unauthorized disclosure or use.

Exceptions

These confidentiality obligations do not apply to information that:

Is or becomes publicly available without a breach of this Agreement by the Receiving Party.
Was known to the Receiving Party prior to disclosure by NU PI Ventures LLC, as evidenced by documentation.
Is lawfully received from a third party without restrictions on disclosure.
Is independently developed by the Receiving Party without use of or reference to NU PI Ventures LLC’s Confidential Information.

4. Obligations of NU PI Ventures LLC

NU PI Ventures LLC and its members may disclose Confidential Information to employees, agents, consultants, or representatives on a need-to-know basis without requiring further written authorization. NU PI Ventures LLC retains the right to use and disclose its own Confidential Information as it deems appropriate and is not limited by this Agreement in such use.

5. Hold Harmless

The receiving Party agrees to hold NU PI Ventures LLC, its affiliates, collaborators such as but not limited to Premium Multiservice LLC, sponsors, and members harmless from all claims, liabilities, damages, or losses arising out of or related to the accidental or unauthorized disclosure of Confidential Information by the Receiving Party. NU PI Ventures LLC nor Premium Multiservice LLC dba The Premium Advantage assume any liability for actions taken by the Receiving Party that result in the breach of this Agreement.

6. Term and Termination

This Agreement shall remain in effect for as long as the Confidential Information is disclosed to the Receiving Party, and for a period of 18 months thereafter.

7. Return or Destruction of Information

Upon termination of this Agreement or at the request of NU PI Ventures LLC, the Receiving Party agrees to promptly return or destroy all Confidential Information, including all copies, notes, or materials derived from the Confidential Information.

8. Remedies

The Receiving Party acknowledges that any breach of this Agreement may cause irreparable harm to NU PI Ventures LLC. Accordingly, NU PI Ventures LLC is entitled to seek injunctive relief and any other remedies available at law or equity in the event of such a breach.

9. Governing Law

This Agreement is governed by and shall be construed in accordance with the laws of the State of Texas, without regard to its conflicts of laws principles.

By accessing the website www.nu-pi.com or https://get.nu-pi.com/registrationor receiving Confidential Information, you agree to abide by these terms.

Non-Disclosure Agreement (NDA)

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