Mutual Non-Disclosure Agreement (NDA)

The Parties wish to engage in discussions and a potential or ongoing business relationship involving access to CI Raider's Encrypted Client Dashboard ("ECD") and related services. In the course of this relationship, each Party may disclose to the other certain confidential and proprietary information. The purpose of this Agreement is to protect the confidentiality of such information.

Confidential Information

For the purposes of this Agreement, "Confidential Information" means all non-public, proprietary, technical, business, personal, financial, or strategic information disclosed by either Party to the other, whether in oral, written, electronic, visual, or other tangible or intangible form. Confidential Information includes, but is not limited to, documents, data, communications, intellectual property, project files, infrastructure details, system designs, and any information exchanged via the ECD. system designs, and any information exchanged via the ECD. This Agreement also applies to the identity and information of clients, vendors, contractors, and any third parties involved in the relationship.

Exclusions

Confidential Information does not include information that is or becomes publicly available without breach of this Agreement; was lawfully known to the receiving Party prior to disclosure; is disclosed by a third party not in violation of any obligation of confidentiality; is independently developed without use of the disclosing Party's Confidential Information; or is required to be disclosed by law, regulation, or legal process, provided that the receiving Party gives prompt written notice (unless legally prohibited) to allow the disclosing Party to seek protective measures.

Obligations

Each Party agrees to use the other's Confidential Information solely for the purposes of the business relationship, to protect it using at least reasonable care, and not to disclose it to any third party without the disclosing Party's prior written consent. Neither Party shall copy, record, or replicate the Confidential Information except as necessary for the intended use, and each Party shall notify the other immediately upon discovery of any unauthorized access, disclosure, or use.

Term and Termination

This Agreement shall remain in effect throughout the Parties' active business relationship involving the ECD and shall continue for a period of five (5) years following termination of that relationship. Obligations regarding trade secrets shall survive indefinitely to the extent permitted by law. Upon request or termination of the business relationship, each Party shall cease all use of the other's Confidential Information and return or destroy all such materials, including backups and derived content.

Intellectual Property

This Agreement does not grant either Party any right or license to the other Party's intellectual property or Confidential Information beyond what is explicitly agreed upon in writing. All Confidential Information remains the sole and exclusive property of the disclosing Party. Each Party acknowledges that the Confidential Information is provided "as-is," with no warranties regarding its accuracy or completeness.

Governing Law and Jurisdiction

This Agreement is governed by the laws of the State of Wyoming. The Parties agree that any disputes shall be resolved exclusively in the courts located within Wyoming. Each Party further agrees that a breach of this Agreement may cause irreparable harm not fully compensable by monetary damages and that the non-breaching Party shall be entitled to seek injunctive relief and other equitable remedies in addition to any legal remedies available.

Entire Agreement

This Agreement constitutes the entire agreement between the Parties with respect to the subject matter herein and supersedes all prior discussions, understandings, or agreements. This Agreement may only be amended in writing, signed by both Parties.