MUTUAL NON-DISCLOSURE, NON-CIRCUMVENTION, NON-COMPETITION & NON-SOLICITATION AGREEMENT
Agreement No.: ASI-MNCNDA-
Effective Date:
PARTY A — DISCLOSING COMPANY
Ameri Safe Investment SPV ("ASI") and its affiliate, Green Horizon Innovation LLC ("GHI"), managed by Joshua Spooner (Co-Principal / CEO) & Nathan Sharma (Co-Principal / CIO). 705 Cherry Maple Road, Horse Creek, California 96050. UEI: Z3LZKK5LQTK9 | CAGE: 9UGV9.
PARTY B — RECEIVING PARTY
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1. CONFIDENTIAL INFORMATION
All business plans, financial models, technology architecture, investor identities, partnership terms, smart contract code, trade secrets, and any information disclosed by either Party shall be held in strict confidence. This includes but is not limited to: QNAAC project documentation, TradeProto/WealthProto platform specifications, TELPAI-QUANTUM technology, QM2ARL algorithms, ENGRAM-ENGN architecture, investor and partner relationships, and all financial projections.
2. NON-CIRCUMVENTION
Neither Party shall circumvent, bypass, or attempt to exclude the other from any transaction, investment, or business opportunity involving introduced parties. This includes all investors, counterparties, partners, vendors, and government contacts introduced through this relationship. Survival: 5 years post-termination.
3. NON-COMPETITION
Party B agrees not to develop, invest in, or operate any competing business in the areas of: nuclear energy development in Alaska, hydrogen infrastructure in Alaska, commodity trade finance platforms using blockchain/tokenization, real-world asset tokenization platforms, or quantum geophysical exploration companies. Duration: 24 months post-termination.
4. NON-SOLICITATION
Party B agrees not to solicit any investor, partner, employee, contractor, or service provider of Party A for 36 months following termination. General advertising exempted; direct solicitation prohibited.
5. INTELLECTUAL PROPERTY
No IP transfer. All technology (TradeProto, WealthProto, TELPAI, QM2ARL, ENGRAM, Dragon Seal) remains the exclusive property of Party A. No reverse engineering permitted.
6. REMEDIES
Breach entitles the non-breaching Party to injunctive relief without bond, actual and consequential damages, liquidated damages ($250,000-$500,000 per occurrence depending on breach type), disgorgement of profits, and attorneys' fees.
7. TERM
3 years from execution, auto-renewing. Non-disclosure survives 5 years. Non-circumvention survives 5 years. Non-competition survives 24 months. Non-solicitation survives 36 months.
8. GOVERNING LAW
State of California. Disputes resolved by mediation, then binding arbitration (AAA, California venue).
By signing below, Party B acknowledges having read, understood, and agreed to all terms of this Agreement.
A confirmation has been sent to and to ASI compliance.
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