We respect privacy.

Please sign and agree to the Non-Disclosure Agreement and on the next page, you can tell us about your formulation needs. 

It is understood and agreed to that the above-named entities on step one of the Formulation Intake Form and individuals and their affiliates would like to exchange certain information that may be considered confidential. To ensure the protection of such information and in consideration of the agreement to exchange said information, Disruptive Technologies LLC and the Parties identified above (hereinafter referred to as "Parties") agree as follows:

1. The Confidential Information to be disclosed by the Parties and their subsidiaries under this Agreement can be described as and includes: Technical and business information relating to the Parties and its subsidiaries ' proprietary ideas, patentable ideas, copyrights and/or trade secrets, existing and/or contemplated products and services, software, schematics, research and development, formulas, equipment, manufacturing processes, equipment production costs, profit and margin information, finances and financial projections, customers, clients, marketing, and current or future business plans and models, regardless of whether such information is designated as Confidential Information at the time of its disclosure.

In addition to the above, Confidential Information shall also include, and the Recipient shall have a duty to protect, other confidential and/or sensitive information which is (a) disclosed by the Party and its affiliates in writing and marked as confidential (or with other similar designation) at the time of disclosure; and/or (b) disclosed by the Party and its affiliates in any other manner and identified as confidential at the time of disclosure. Any information disclosed by the Party and its affiliates not specifically designated or indicated, as being confidential does NOT preclude such information from being included under this agreement.

2. Recipient shall use the Confidential Information only for the purpose of evaluating potential business and investment relationships with the Parties and its affiliates.

3. Recipient shall limit disclosure of Confidential Information within its own organization to its directors, officers, partners, members and/or employees having a need to know and shall not disclose Confidential Information to any third party (whether an individual, corporation, or other entity) without the prior written consent of the Parties and its affiliates. Recipient shall have satisfied its obligations under this paragraph if it takes affirmative measures to ensure compliance with these confidentiality obligations by its employees, agents, consultants and others who are permitted access to or use of the Confidential Information.

4. This Agreement imposes no obligation upon Recipient with respect to any Confidential Information (a) that was in Recipient’s possession before receipt from the Parties and its affiliates; (b) is or becomes a matter of public knowledge through no fault of Recipient; (c) is rightfully received by Recipient from a third party not owing a duty of confidentiality to the Parties and its affiliates; (d) is disclosed without a duty of confidentiality to a third party by, or with the authorization of, the Parties and its affiliates; or (e) is independently developed by Recipient.

5. The Parties and its subsidiaries warrant that he/she has the right to make the disclosures under this Agreement.

6. This Agreement shall not be construed as creating, conveying, transferring, granting or conferring upon the Recipient any rights, license or authority in or to the information exchanged, except the limited right to use Confidential Information specified in paragraph 2. Furthermore and specifically, no license or conveyance of any intellectual property rights is granted or implied by this Agreement.

7. Neither Party has an obligation under this Agreement to purchase any service, goods, or intangibles from the other Party. The Parties and its subsidiaries may, at its sole discretion, using its own information, offer such products and/or services for sale and modify them or discontinue sale at any time. Furthermore, both Parties acknowledge and agree that the exchange of information under this Agreement shall not commit or bind either Party to any present or future contractual relationship (except as specifically stated herein), nor shall the exchange of information be construed as an inducement to act or not to act in any given manner.

8. Neither Party shall be liable to the other in any manner whatsoever for any decisions, obligations, costs or expenses incurred, changes in business practices, plans, organization, products, services, or otherwise, based on either Party’s decision to use or rely on any information exchanged under this Agreement.

9. If there is a breach or threatened breach of any provision of this Agreement, it is agreed and understood that the Parties and its affiliates shall have no adequate remedy in money or other damages and accordingly shall be entitled to injunctive relief; provided however, no specification in this Agreement of any particular remedy shall be construed as a waiver or prohibition of any other remedies in the event of a breach or threatened breach of this Agreement. In the event of any litigation (including appeals) under or in connection with this Agreement, the prevailing Party will be entitled to recover its attorney fees and costs (including expert witness expenses) from the other Party.

10. This Agreement states the entire agreement between the Parties concerning the disclosure of Confidential Information and supersedes any prior agreements, understandings, or representations with respect thereto. Any addition or modification to this Agreement must be made in writing and signed by authorized representatives of both Parties. This Agreement is made under and shall be construed according to the laws of the State of California, U.S.A.

11. If any of the provisions of this Agreement are found to be unenforceable, the remainder shall be enforced as fully as possible and the unenforceable provision(s) shall be deemed modified to the limited extent required to permit enforcement of the Agreement as a whole.

12. In the event Recipient is required to disclose Confidential Information to any court or governmental body pursuant to a valid, written court order, Recipient shall, unless prohibited by applicable law, promptly provide written notice of such requirement to the disclosing Party and shall cooperate with the disclosing Party (at the disclosing Party's expense) to protect against or limit the scope of such disclosure. To the fullest extent permitted by law, Recipient shall continue to protect as confidential and proprietary all Confidential Information disclosed in response to such written court order.

13. This Agreement shall terminate on the 3rd anniversary of its effective date, but Recipient's obligation to protect Confidential Information of the disclosing Party shall survive termination of this Agreement and shall continue in effect with respect to Confidential Information that by its nature (for example, a trade secret) should reasonably be maintained after termination of this Agreement.

14. Recipient shall, upon written request of disclosing Party, return or destroy all documents or materials containing or representing Confidential Information in its possession or control, together with all copies thereof.

This Agreement may be executed in counterparts, including by means of faxed signature pages, any of which need not contain the signature of more than one party, each of which will be considered an original but all of which together constitute the entire Agreement.

IN WITNESS WHEREOF, this Agreement has been duly executed by a duly authorized officer of the above named company. Signature Below: