MUTUAL-NONDISCLOSURE AGREEMENT

This Agreement (“Agreement”) is a mutual understanding between Seckua Inc. and you (“Counterparty”), the accepting party, whether by clicking acceptance, navigating through a login page, or using another form of electronic acceptance.

1. Purpose

The parties intend to explore a shared business opportunity. In connection with this, each party may share certain confidential technical and business information that the disclosing party wants the receiving party to treat as confidential.

2. Confidential Information

“Confidential Information” refers to any information disclosed in writing, orally, or by inspecting tangible objects, marked as “Confidential” or “Proprietary,” or reasonably considered confidential. This includes information from third parties. Confidential Information excludes information that is publicly known, becomes public without the receiving party’s action, is already possessed by the receiving party, is obtained from a third party without breaching confidentiality, or is independently developed by the receiving party without using the disclosing party’s Confidential Information.

3. Non-use and Nondisclosure

Each party agrees not to use the other party’s Confidential Information for any purpose except to evaluate a potential business relationship. The Confidential Information should not be disclosed to third parties or to the party’s employees, except those needing the information for discussions about the business relationship. A party may disclose Confidential Information if required by law, providing prompt notice to the disclosing party.

4. Maintenance of Confidentiality

Each party will take reasonable measures to protect the secrecy of the other party’s Confidential Information, following similar measures used for its confidential information. Employees receiving Confidential Information will sign a non-use and nondisclosure agreement. No copies will be made without written approval, and proprietary rights notices will be reproduced on approved copies.

5. No Obligation

This Agreement does not obligate either party to proceed with any transaction, and both parties reserve the right to terminate discussions at their sole discretion.

6. No Warranty

ALL CONFIDENTIAL INFORMATION IS PROVIDED “AS IS.” NEITHER PARTY MAKES ANY WARRANTIES REGARDING THE ACCURACY, COMPLETENESS, OR PERFORMANCE OF ITS CONFIDENTIAL INFORMATION.

7. Return of Materials

All tangible objects containing or representing Confidential Information will remain the disclosing party’s property. Upon request, the receiving party will promptly return all Confidential Information, without retaining copies.

8. No License

This Agreement does not grant any rights under any intellectual property of the other party, except as expressly set forth in this Agreement.

9. Term

The obligations of each receiving party under this Agreement will survive until either the Confidential Information becomes publicly known or three years from the Effective Date.

10. Remedies

Any violation of this Agreement may cause irreparable injury, entitling the other party to seek injunctive relief alongside legal remedies.

11. Miscellaneous

This Agreement is governed by the laws of the relevant European jurisdiction, with disputes addressed in accordance with the laws of that jurisdiction. It constitutes the entire agreement between the parties on this subject. No obligation exists concerning trade secret or proprietary information except as stated in this Agreement. Failure to enforce any provision does not waive that provision or others. Amendments require written agreement from both parties.