Between: SafeGuard Workers UK Ltd ("the Company") and the Recipient ("You")
1. Purpose
This Non-Disclosure Agreement ("Agreement") is entered into between SafeGuard Workers UK Ltd, a company registered in England and Wales ("the Company"), and you, the individual accessing this platform ("the Recipient"). The purpose of this Agreement is to protect confidential and proprietary information disclosed through your access to and use of the SafeGuard Workers UK platform.
2. Definition of Confidential Information
For the purposes of this Agreement, "Confidential Information" means any and all information disclosed by the Company that relates to:
The platform's proprietary technology, algorithms, AI models, and technical architecture
Business plans, strategies, financial projections, and operational methods
Product roadmaps, feature specifications, and development plans
User interface designs, user experience flows, and design systems
Partnerships, investor relations, and commercial agreements
Internal processes, workflows, and operational procedures
Any information marked as "Confidential" or that a reasonable person would understand to be confidential
3. Obligations of the Recipient
The Recipient agrees to:
Maintain Confidentiality: Keep all Confidential Information strictly confidential and not disclose it to any third party without prior written consent
Limit Use: Use Confidential Information solely for the purpose of evaluating and using the platform as intended
Exercise Care: Exercise at least the same degree of care to protect the Confidential Information as you would use to protect your own
No Reproduction: Not copy, reverse engineer, decompile, or create derivative works without explicit written permission
No Competitive Use: Not use any Confidential Information to develop or assist in the development of any competing product or service
Return or Destroy: Upon request, promptly return or destroy all copies of Confidential Information in your possession
4. Exclusions from Confidential Information
The obligations shall not apply to information that:
Is or becomes publicly available through no fault of the Recipient
Was already known to the Recipient prior to disclosure
Is independently developed without use of the Confidential Information
Is disclosed by a third party not bound by confidentiality obligations
Is required to be disclosed by law, provided reasonable prior notice is given
5. Intellectual Property
Nothing in this Agreement grants the Recipient any rights, title, or interest in the Company's intellectual property. All Confidential Information remains the sole property of the Company.
6. Term and Duration
This Agreement is effective from the date of acceptance and shall continue for five (5) years from the date of disclosure. The obligations of confidentiality shall survive termination.
7. Remedies
The Recipient acknowledges that any breach may cause irreparable harm. The Company shall be entitled to seek injunctive relief in addition to any other remedies available at law or in equity.
8. Data Protection
Both parties agree to comply with the UK GDPR and the Data Protection Act 2018 in relation to any personal data processed under this Agreement.
9. No Warranty
All Confidential Information is provided "as is" without any warranty of any kind, express or implied.
10. Governing Law
This Agreement shall be governed by the laws of England and Wales. Disputes shall be subject to the exclusive jurisdiction of the courts of England and Wales.
11. Entire Agreement
This Agreement constitutes the entire agreement between the parties concerning the subject matter hereof.