1. Purpose
Defines the exchange of confidential information for evaluating potential investment, partnership, or strategic opportunity.
2. Definition of Confidential Information
Covers business plans, financials, data rooms, code, contracts, patents, product details, communications, and data relating to Dr. Ravneet Singh and affiliated ventures (#Influencer, #Bio, #University, etc.).
3. Obligations of Confidentiality
- Maintain confidentiality with reasonable care
- Use information solely for evaluation
- No third-party disclosure without consent (except advisors)
- No competitive or derivative use
4. Exclusions
Confidentiality does not apply if information is public, already known, lawfully obtained, independently developed, or required by law.
5. Mutual Respect and Use of Information
No reliance, reproduction, or ownership granted without permission.
6. Access to Investor Materials & Data Room Disclaimer
Investor acknowledges data room contents are for early review only, not binding advice or guarantees. No uploading to AI systems or third-party platforms.
7. Use of Generative AI and Automation
No party may input confidential info into AI (ChatGPT, Claude, Gemini, etc.), or use it for training, reverse engineering, or summarization.
8. Non-Circumvention
Investor cannot bypass the Company by soliciting its clients, employees, or partners for 24 months.
9. Trade Compliance and Sanctions Exclusion
Recipient affirms compliance with U.S. and international trade laws, and no dealings with sanctioned entities.
10. Country-Specific Disclosure
Recipient must disclose jurisdiction, parent entities, and investor country.
11. No Representations or Commitments
Not a commitment to transact, invest, or create a relationship.
12. Term and Return of Information
Effective for 3 years. Confidential information must be destroyed/returned upon request.
13. Legal Capacity and Language
Each Party affirms authority, comprehension, and opportunity for legal counsel.
14. Governing Law
State of Texas, USA.
15. Arbitration and Dispute Resolution
Disputes go first to mediation, then binding arbitration in Texas (AAA) or internationally (UNCITRAL/ICC).
16. No Publicity or Marketing
No use of each other’s names, brands, or logos without consent.
17. No Reverse NDA
Investor’s shared materials are also kept confidential.
18. Severability
If any clause is invalid, the rest remains effective.
19. Entire Agreement
This Agreement is complete and exclusive. Amendments require written consent.
20. Execution and Counterparts
Electronic signatures valid under E-SIGN, Texas UETA, Singapore ETA, India IT Act, EU eIDAS, and UNCITRAL law.