Access to MEMORIAI Care program materials is strictly confidential. Please review and sign the agreement below to proceed.
This Non-Disclosure Agreement ("Agreement") is entered into as of the date of electronic acceptance below, between MEMORIAI AI Inc., a Delaware Corporation ("Company"), and the undersigned individual or entity ("Recipient").
1. PURPOSE. The Company intends to disclose certain confidential and proprietary information ("Confidential Information") to the Recipient for the purpose of evaluating a potential business relationship, partnership, or participation in the MEMORIAI Care program with the Company.
2. CONFIDENTIAL INFORMATION. "Confidential Information" means any and all information disclosed by the Company to the Recipient, including but not limited to: program materials, care protocols, product designs, technical specifications, software architecture, white papers, market analyses, trade secrets, and any other proprietary information, whether disclosed orally, in writing, or by any other means.
3. OBLIGATIONS. The Recipient agrees to: (a) hold all Confidential Information in strict confidence; (b) not disclose any Confidential Information to any third party without the prior written consent of the Company; (c) use Confidential Information solely for the purpose of evaluating a potential relationship with the Company; (d) protect the Confidential Information with at least the same degree of care used to protect its own confidential information, but in no event less than reasonable care.
4. TERM. This Agreement shall remain in effect for a period of five (5) years from the date of acceptance, or until the Confidential Information becomes publicly available through no fault of the Recipient.
5. INTELLECTUAL PROPERTY. Nothing in this Agreement grants the Recipient any rights in or to the Confidential Information except as expressly set forth herein. All Confidential Information remains the exclusive property of MEMORIAI AI Inc. Copyright Registration Case No. 1-15181834811.
6. RETURN OF INFORMATION. Upon request by the Company, the Recipient shall promptly return or destroy all Confidential Information and any copies thereof.
7. REMEDIES. The Recipient acknowledges that any breach of this Agreement may cause irreparable harm to the Company for which monetary damages may be inadequate, and the Company shall be entitled to seek equitable relief, including injunction and specific performance.
8. GOVERNING LAW. This Agreement shall be governed by the laws of the State of California. Any disputes shall be resolved in the courts of Los Angeles County, California.
9. ENTIRE AGREEMENT. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior discussions and understandings.
By typing your name and clicking "I Agree & Proceed," you acknowledge that you have read, understood, and agree to be bound by the terms of this Agreement.
Please complete all fields. Your information is kept confidential and used solely to record your agreement.
Thank you. Your non-disclosure agreement has been recorded. You now have access to MEMORIAI Care program materials.
Proceed to MEMORIAI Care →