Press Enter

PROJECT TITLE

    Press Enter

    NOTIFICATIONS

    Non-Disclosure Agreement & Terms of Use

    Please Carefully Read The Following:

    • PUBLISHING OF BRIEF
    • Only when you accept these Terms and Conditions you shall be entitled to upload your “Briefs” which, if accepted under clause 3 below, will be posted by us on the website (www.equityowl.com, or “the Site”) subject to these Terms and Conditions.
    • All the briefs posted on this site are subject to Terms and Conditions which can be revised on periodic basis at our discretion.
    • LICENCES
    • You agree, with effect from the date upon which we notify you of our acceptance of your Accepted Brief, to grant us a global license to use all of your copyright, trade marks, moral rights and intellectual property rights relating to such Accepted Brief specifically and solely to enable us to provide the services under these Terms and Conditions and on the Site.
    • Once a Brief has been allocated to the Accepted Brief, participants will be entitled to access and view the Accepted brief.

    References in these “Terms and Conditions” to “we”, “our” or “us” (including analogous terms) shall be references to www.equityowl.com.

    1.By registering as a member of www.equityowl.com, you agree to the following, which apply to any brief posted on www.equityowl.com

    MUTUAL NON-DISCLOSURE AGREEMENT

    (International)

    This MUTUAL NON-DISCLOSURE AGREEMENT (the “Agreement”), effective as of the date of signing up, is by and between Equity Owl (hereinafter collectively referred to as ”we” or “us,”), and the entrepreneur or designer creating an account on our website (hereinafter collectively referred to as “you”).

    WHEREAS, The Parties are considering entering into a business relationship; and

    WHEREAS, from time to time prior to and/or during the Proposed Relationship (as defined below), the Parties may disclose to each other certain confidential and proprietary written and oral business and technical information and other proprietary data; and

    WHEREAS, the disclosure of the Confidential Information is solely for the purpose of establishing and continuing the Proposed Relationship, and such Confidential Information shall be used for no other purpose;

    NOW, THEREFORE, in consideration of the mutual covenants and promises herein contained, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:

    • The “Proposed Relationship” is defined as connecting designers to entrepreneurs with ideas to create a partnership of shared equity.
    • Confidential Information. For purposes of this Agreement, “Confidential Information” means confidential and proprietary information of either party or its corporate clients or vendors, affiliates, subsidiaries, or parent companies disclosed by either Party to the other Party, either directly or indirectly, in writing, orally or by inspection of tangible objects (including but without limitation to documents, prototypes, samples, facilities and equipment).  Confidential Information includes, by way of example, but without limitation, the Business Information, Technical Information, and Personal Information described below.
    • Examples of “Business Information” are:  products and services, employee information, business models, know-how, strategies, designs, reports, data, research, financial information, pricing information, corporate client information, market definitions and information, and business inventions and ideas.
    • Examples of “Technical Information” are: software, algorithms, developments, inventions, processes, ideas, designs, drawings, engineering, hardware configuration, and technical specifications, including but not limited to computer terminal specifications, the source code developed from such specifications, all derivative and reverse-engineered works of the specifications, and the documentation and software related to the source code, the specifications and the derivative works.
    • Examples of “Personal Information” are: all non-public personal information of or related to individual credit applicants, customers or consumers of either party, including but not limited to names, addresses, telephone numbers, account numbers, customer lists, credit scores, and account, financial, transaction information, consumer reports and information derived from consumer reports, that is subject to protection from publication under applicable law.
    • Agreement to Protect Confidential Information.   Parties (including, without limitation, their respective affiliates, officers, directors, counsel, representatives, employees, vendors, consultants or other agents, all of whom are included within the term “Parties,” as appropriate shall not use the Confidential Information for any purpose except for evaluation, negotiation and discussion concerning the Proposed Relationship.  Each Party shall maintain the Technical Information in confidence for five (5) years, the Business Information for two (2) years from the date of termination pursuant to Section 10 below, and the Personal Information, trade secrets and source code forever, and shall not, without the prior written consent of the disclosing Party, disclose any of the Confidential Information, except as permitted herein; provided, however, that there shall be no obligation on the part of the Parties to maintain in confidence any Confidential Information disclosed to it by the other (i) which is generally known to the trade or the public at the time of such disclosure; (ii) which becomes generally known to the trade or the public subsequent to the time of such disclosure, but not as a result of disclosure by the other; (iii) which is legally received by either Party from a third party on a non-confidential basis provided that to such Party’s knowledge, such third party is not prohibited from disclosing such information to the receiving Party by a contractual, legal or fiduciary obligation to the other Party, its representatives or another Party; (iv) which is independently developed by either Party without violation of its obligations under this Agreement; (v) which is approved for release in writing by the Party whose Confidential Information is to be released, prior to any release; or (vi) was independently in a Party’s possession prior to disclosure to such Party by the other Party.  Each Party understands that the other Party does not wish to receive, and each Party represents and warrants that it will not disclose to the other Party, any information that may be considered confidential and/or proprietary to any third party.  Each Party represents and warrants to the other Party

    MUTUAL NON-DISCLOSURE AGREEMENT

    (International)

    This MUTUAL NON-DISCLOSURE AGREEMENT (the “Agreement”), effective as of the date of signing up, is by and between equityowl.com (hereinafter collectively referred to as ”we” or “us,”), and the entrepreneur or designer creating an account on our website (hereinafter collectively referred to as “you”).

    WHEREAS, The Parties are considering entering into a business relationship; and

    WHEREAS, from time to time prior to and/or during the Proposed Relationship (as defined below), the Parties may disclose to each other certain confidential and proprietary written and oral business and technical information and other proprietary data; and

    WHEREAS, the disclosure of the Confidential Information is solely for the purpose of establishing and continuing the Proposed Relationship, and such Confidential Information shall be used for no other purpose;

    NOW, THEREFORE, in consideration of the mutual covenants and promises herein contained, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:

    • The “Proposed Relationship” is defined as connecting designers to entrepreneurs with ideas to create a partnership of shared equity.
    • Confidential Information. For purposes of this Agreement, “Confidential Information” means confidential and proprietary information of either party or its corporate clients or vendors, affiliates, subsidiaries, or parent companies disclosed by either Party to the other Party, either directly or indirectly, in writing, orally or by inspection of tangible objects (including but without limitation to documents, prototypes, samples, facilities and equipment).  Confidential Information includes, by way of example, but without limitation to, the Business Information, Technical Information, and Personal Information described below.
    • Examples of “Business Information” are:  products and services, employee information, business models, know-how, strategies, designs, reports, data, research, financial information, pricing information, corporate client information, market definitions and information, and business inventions and ideas.
    • Examples of “Technical Information” are: software, algorithms, developments, inventions, processes, ideas, designs, drawings, engineering, hardware configuration, and technical specifications, including, but not limited to, computer terminal specifications, the source code developed from such specifications, all derivative and reverse-engineered works of the specifications, and the documentation and software related to the source code, the specifications and the derivative works.
    • Examples of “Personal Information” are:  all non-public personal information of or related to individual credit applicants, customers or consumers of either party, including but not limited to names, addresses, telephone numbers, account numbers, customer lists, credit scores, and account, financial, transaction information, consumer reports and information derived from consumer reports, that is subject to protection from publication under applicable law.
    • Agreement to Protect Confidential Information.   Parties (including, without limitation to, their respective affiliates, officers, directors, counsel, representatives, employees, vendors, consultants or other agents, all of whom are included within the term “Parties,” as appropriate shall not use the Confidential Information for any purpose except for evaluation, negotiation and discussion concerning the Proposed Relationship.  Each Party shall maintain the Technical Information in confidence for five (5) years, the Business Information for two (2) years from the date of termination pursuant to Section 10 below, and the Personal Information, trade secrets and source code forever, and shall not, without the prior written consent of the disclosing Party, disclose any of the Confidential Information except as permitted herein; provided, however, that there shall be no obligation on the part of the Parties to maintain in confidence any Confidential Information disclosed to it by the other (i) which is generally known to the trade or the public at the time of such disclosure; (ii) which becomes generally known to the trade or the public subsequent to the time of such disclosure, but not as a result of disclosure by the other; (iii) which is legally received by either Party from a third party on a non-confidential basis provided that to such Party’s knowledge such third party is not prohibited from disclosing such information to the receiving Party by a contractual, legal or fiduciary obligation to the other Party, its representatives or another Party; (iv) which is independently developed by either Party without violation of its obligations under this Agreement; (v) which is approved for release in writing by the Party whose Confidential Information is to be released, prior to any release; or (vi) was independently in a Party’s possession prior to disclosure to such Party by the other Party.  Each Party understands that the other Party does not wish to receive, and each Party represents and warrants that it will not disclose to the other Party, any information that may be considered confidential and/or proprietary to any third party.  Each Party represents and warrants to the other Party that it has the right to make any disclosure made under this Agreement.
    • Ownership and Use.  The Parties agree that all Confidential Information contains trade secrets and that portions of the Confidential Information are copyrighted works.  Accordingly, the Parties agree that the Party which produces any Confidential Information owns all rights, title and interest in and to its Confidential Information and any and all modifications to such Confidential Information, and that the Party receiving the Confidential Information will not reverse-engineer any software or other materials embodying the Confidential Information.  The Parties acknowledge that Confidential Information is being provided for limited use internally, and the receiving Party agrees to use the Confidential Information only in accordance with the terms and conditions of this Agreement and shall not disclose the Confidential Information to any third parties without the prior written approval of a duly authorized officer of the producing Party.
    • Disclosure to Third Parties. The Parties shall disclose the Confidential Information to their affiliates, representatives, officers, directors, employees, consultants, vendors, agents and counsel only on a need-to-know basis.  Neither Party shall disclose to any person (other than as, and to the extent, herein detailed) the fact that Confidential Information has been requested, that discussions or negotiations between the Parties are taking place or have taken place concerning the Proposed Relationship, or the status thereof, including but not limited to, any press release or announcement in any other manner.  Notwithstanding the foregoing, however, disclosure of the Confidential Information may be made if, and to the extent that, such disclosure is required by law or The New York Stock Exchange or other applicable listing requirements.

    You further agree that any other Parties to whom You may make a permitted disclosure under this Agreement shall also have in place with You a non-disclosure agreement with substantially the same restrictions as set forth in this Agreement with respect to the Confidential Information.

    • Procedure to Protect.  The Parties represent and covenant that (i) each has and will maintain a policy and procedure to protect the Confidential Information in accordance with prudent business practices; and (ii) each will use the same degree of care to protect the other Party’s Confidential Information that it uses to protect its own Confidential Information of a similar type.
    • Agreement Non-Exclusive.  Each Party will be entitled, at any time, and without notice to the other, to negotiate, disclose, and to otherwise deal in any manner and for any purpose with third parties regarding its own Confidential Information.
    • No License.  No right or license whatsoever is granted with respect to the Confidential Information or otherwise.
    • Control of Confidential Information.  Copies of the Confidential Information shall be made only as necessary and such copies shall be subject to the same restrictions as the original Confidential Information.  Each Party shall reproduce the proprietary rights notices on any copies produced, in the same manner in which such notices were set forth on the original.
    • Integration and Survival.  This Agreement expresses the entire understanding of the Parties with respect to the exchange of Confidential Information and supersedes any prior agreements with respect thereto.  This Agreement may not be amended or modified except in writing signed by the Party against whom such modification or amendment is to be enforced.  The terms hereof shall survive termination of any other arrangement between the Parties.
    • Injunctive Relief.  Each of the Parties acknowledges that any breach of this Agreement shall result in irreparable and continuing damage to the disclosing Party and, therefore, in addition to any other remedy which may be afforded by law, any breach or threatened breach of this Agreement may be prohibited by restraining order and/or injunction or any other equitable remedies of any court.
    • Should any provision of this Agreement be finally determined to be inconsistent with or contrary to applicable law, such provision shall be deemed amended or omitted to conform therewith without affecting any other provision or the validity of this Agreement.
    • No failure or delay by either Party, in exercising any power or right under this Agreement, shall operate as a waiver, nor does any single or partial exercise of any power or right preclude any other or further exercise, or the exercise of any other power or right.
    • Neither Party may assign this Agreement without the prior written consent of the other.
    • All notices hereunder shall be in writing, including but not limited to electronic writings, and shall be sent by certified mail, postage prepaid, return receipt requested; delivered by hand; electronic mail; facsimile or a nationally recognized receipted courier service, to a Party at its above-referenced address (or at such other address as a Party may designate by service upon the other in writing) or facsimile number.  Notices shall be deemed received on the third day from deposit into the U.S. mail if sent by certified mail, or upon receipt if delivered by hand, nationally recognized courier, via electronic mail or facsimile.
    • Choice of Law.
    • Publicity and Promotion. Neither Party shall  (i) use the names(s), trademark(s), or trade name(s) (whether registered or not) of the other Party or (ii) publicly refer to the other Party or the existence of this Agreement, in publicity releases, promotional materials, business plans, investment memoranda, announcements, or advertising or in any other manner, without securing the other Party’s prior written approval.
    • This Agreement may be executed in multiple counterparts, and such counterparts, when taken together, shall be deemed an original.  The execution of this document may be accomplished by faxing signatures, and the facsimile copies will be valid original documents.
    • Protection  By agreeing to the terms and conditions you (designer or entrepreneur) agree to the confidentiality of any idea or brief posted to www.equityowl.com. Disclosure of any briefs or ideas must have permission of the creator or entrepreneur who posted previously stated brief.

    IN WITNESS WHEREOF, the Parties have executed this Agreement effective as of the date of creation of the account, and agreement of terms and conditions.