This Non-Disclosure Agreement ("Agreement") is entered into between Qureva and Qlaria ("Company") and the individual accessing this investor portal ("Recipient"). By signing below, Recipient agrees to the following terms:
1. Confidential Information. All information disclosed through this investor portal, including but not limited to business strategy, product architecture, financial projections, cap table, customer data, market analysis, technical specifications, intellectual property, and any materials marked "Confidential" or "Proprietary," constitutes Confidential Information.
2. Non-Disclosure Obligation. Recipient agrees to: (a) hold all Confidential Information in strict confidence; (b) not disclose, reproduce, transmit, or share any Confidential Information with any third party; (c) use Confidential Information solely for evaluating a potential investment relationship with the Company; (d) not use any Confidential Information for competitive purposes or personal gain.
3. No Reproduction. Recipient shall not copy, screenshot, record, transmit, or otherwise reproduce any Confidential Information. All content displayed in this portal is digitally watermarked with Recipient's identity. Any unauthorized disclosure is traceable and constitutes a material breach.
4. Term. This Agreement remains in effect for twelve (12) years from the date of signing, or until the Confidential Information becomes publicly available through no fault of Recipient.
5. Remedies. Recipient acknowledges that breach of this Agreement may cause irreparable harm. In addition to injunctive relief and specific performance, Recipient shall be liable for liquidated damages of no less than $10,000 USD per breach, plus all legal fees, costs, and any additional damages proven at trial. The Company shall be entitled to pursue all remedies available at law or in equity.
6. Governing Law. This Agreement shall be governed by the laws of the applicable jurisdiction. Any disputes shall be resolved through binding arbitration. Recipient further agrees that the Company may also seek enforcement in any jurisdiction where Recipient resides or conducts business.
By signing this Agreement, Recipient confirms they have read, understood, and agree to all terms herein.
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