Non-Disclosure, Confidentiality & Non-Circumvention Agreement

By proceeding, you acknowledge and agree to the terms below, which govern access to confidential information about certain investment opportunities.

1. Purpose. IS43 Consulting Corp. and ASK Capital Inc. (the “Company”) may disclose confidential, proprietary, and commercially sensitive information relating to an investment opportunity (the “Opportunity”). Access is conditioned on your acceptance of these terms.
2. Definition of Confidential Information. “Confidential Information” includes all non-public, proprietary, financial, business, technical, strategic, or operational information disclosed via this website or otherwise by the Company, including business plans, models, pricing, financing, partner/client information, and any data or documents provided in any form.
3. Your Obligations.
   • Hold Confidential Information in strict confidence and use it solely to evaluate potential participation in the Opportunity.
   • Do not disclose it to third parties, except to professional advisors (legal, accounting, or financial) who are bound by equivalent confidentiality obligations.
   • Protect it with at least reasonable care—no less than the care you use to protect your own confidential information.
   • Do not use it for competitive purposes, personal gain, or in any manner detrimental to the Company.
4. Non-Circumvention. For two (2) years from the date of access, you will not bypass or circumvent the Company by transacting directly with individuals, entities, partners, or counterparties introduced through the Opportunity, except through the Company or with its written consent.
5. Exclusions. Obligations do not apply to information that (a) becomes public through no breach by you; (b) was lawfully known to you before disclosure; (c) is independently developed without reference to Confidential Information; or (d) must be disclosed by law or regulation (with prompt notice to the Company where legally permitted).
6. Return or Destruction. Upon request, promptly return or destroy all Confidential Information (including electronic copies) and certify destruction, except where retention is legally required.
7. Remedies. Unauthorized use or disclosure may cause irreparable harm. The Company is entitled to equitable relief (including injunctions and specific performance) in addition to all other legal or equitable remedies, without the need to post bond.
8. Ownership. All Confidential Information remains the exclusive property of the Company. No license or other rights are granted other than the limited right to review it to evaluate the Opportunity.
9. Term & Governing Law. This Agreement is effective upon your acknowledgment and remains in force for two (2) years. It is governed by New York law (conflict-of-law principles excluded). Disputes will be resolved by binding arbitration in New York under the rules of commercial arbitration.