Non-Disclosure Policy

Nevada Research & Innovation Corporation (NVRIC)
Non-Disclosure Agreement (NDA) Policy

Article I

Purpose: The purpose of this Non-Disclosure Agreement (NDA) Policy is to protect NVRIC’s confidential and proprietary information, including intellectual property, research data, business strategies, financial information, and other sensitive data accessed, developed, or used in the course of NVRIC activities. This policy establishes expectations for the protection of confidential information and preserves NVRIC’s legal and competitive interests.

Article II
Scope: This policy applies to all persons and entities who may have access to NVRIC confidential information, including employees, board members, officers, contractors, consultants, interns, volunteers, external partners, and vendors.

Article III
Definition of Confidential Information: Confidential Information includes all non-public, proprietary, or sensitive information disclosed by or on behalf of NVRIC, whether oral, written, electronic, or otherwise, including but not limited to: business and strategic plans; research data and unpublished intellectual property; licensing negotiations; financial information; partner information; and operational processes. Confidential Information does not include information that is publicly available, previously known without obligation of confidentiality, or independently developed without use of NVRIC information.

Article IV
NDA Execution Requirements: All employees, officers, and board members must execute an NDA upon engagement with NVRIC. Contractors, consultants, and collaborators must execute an NDA prior to receiving access to Confidential Information. No access shall be granted until an executed NDA is on file.

Article V
Obligations of Receiving Parties: Receiving parties must: (a) protect Confidential Information using reasonable care; (b) use Confidential Information solely for authorized NVRIC purposes; (c) limit disclosure to individuals with a legitimate need-to-know; and (d) not disclose information to third parties without prior written authorization from NVRIC.

Article VI
Authorized Disclosures: Disclosure may occur only if required by law or court order (with prompt notice to NVRIC where permitted), or to third parties who have executed an NDA with terms at least as protective as NVRIC’s standard agreement.

Article VII
Duration of Confidentiality: Confidentiality obligations remain in effect during engagement with NVRIC and continue after termination for as long as the information remains confidential or proprietary, unless otherwise specified in a written agreement.

Article VIII
Return or Destruction of Information: Upon termination of engagement or upon request, all Confidential Information, including copies and electronic records, must be returned to NVRIC or securely destroyed. Written certification of destruction may be required.

Article IX
Breach and Remedies: Violations of this policy or an executed NDA may result in disciplinary action, termination of engagement, and/or legal action, including injunctive relief and damages.

Article X
Policy Review and Governance: This policy shall be reviewed annually by NVRIC leadership and legal counsel to ensure compliance with applicable laws and organizational needs.

REVISED AND RESTATED BYLAWS OF THE
NEVADA RESEARCH & INNOVATION CORPORATION