This Mutual Non-Disclosure Agreement ("NDA") is entered into between Tasskel LLC, doing business as Tasskel Capital ("Company"), and the individual or entity identified in the signature block below ("Affiliate"), each a "Party".
1. Purpose
The Parties expect to share information in connection with the Tasskel Capital Affiliate Program (the "Purpose"). This NDA protects that information.
2. Confidential Information
"Confidential Information" means non-public information disclosed by either Party, in any form, including business-owner and lead data, personal information, funding-provider relationships, compensation plans, pricing, qualification rules, fraud-detection methods, software, API credentials, and business plans.
3. Exclusions
Confidential Information does not include information that is or becomes public through no fault of the receiving Party, was already lawfully known to it, is received lawfully from a third party without a duty of confidentiality, or is independently developed without use of the other Party's information.
4. Obligations
The receiving Party will use Confidential Information only for the Purpose, protect it with at least reasonable care, and disclose it only to people who need to know it for the Purpose and are bound by similar obligations.
5. Lead and personal data
Affiliate will not sell, share, reuse or contact any referred business owner's personal information for any purpose other than the Purpose, and will promptly report any suspected unauthorized access or disclosure to the Company.
6. Required disclosure
If law or a court requires disclosure, the receiving Party will, where lawful, give prompt notice so the disclosing Party can seek protection, and will disclose only what is required.
7. Return or destruction
On request or when the relationship ends, the receiving Party will return or destroy Confidential Information and API credentials in its possession.
8. No license; non-solicitation
No rights or licenses are granted except as stated. During the relationship and for twelve months after, Affiliate will not use Confidential Information to solicit the Company's funding providers or referred business owners to bypass the Company.
9. Term
This NDA begins when signed and continues while the Affiliate participates in the program. Confidentiality obligations survive for three years after termination, and indefinitely for personal information and trade secrets.
10. Remedies
Unauthorized disclosure may cause irreparable harm, and the disclosing Party may seek injunctive relief in addition to other remedies.
11. General
This NDA is governed by the laws of the State of North Carolina, without regard to conflict-of-law rules. The state and federal courts located in Madison County, North Carolina have exclusive jurisdiction over any dispute arising from this NDA, and each Party consents to that venue. It may be amended only in writing. Electronic signatures are binding.