Non-Disclosure Agreement

NON-DISCLOSURE AGREEMENT

This Non-Disclosure Agreement (the "Agreement") is entered into as of the date of signature below (the "Effective Date") by and between:

Tenten Accelerator, a company registered under the laws of [Jurisdiction], with its principal place of business at [Address] (hereinafter referred to as "Tenten"), represented by Erik Chen (Kuan Yu Chen), Business Owner.

AND

[Recipient Name], a [individual/company] with [address/registration details] (hereinafter referred to as the "Recipient").

Tenten and Recipient shall be collectively referred to as the "Parties" and individually as a "Party".

1. PURPOSE

The Parties wish to explore a potential business relationship concerning [describe purpose] (the "Purpose"). In connection with the Purpose, Tenten may disclose to Recipient certain confidential and proprietary information. This Agreement sets forth the terms and conditions under which such information will be disclosed and protected.

2. DEFINITION OF CONFIDENTIAL INFORMATION

"Confidential Information" means any information disclosed by Tenten to Recipient, either directly or indirectly, in writing, orally, electronically, or by inspection of tangible objects, which is designated as "Confidential," "Proprietary," or some similar designation, or that should reasonably be understood to be confidential given the nature of the information and the circumstances of disclosure. Confidential Information includes, but is not limited to:

a) Business plans, processes, strategies, methods, and practices;

b) Marketing plans, market research, and competitor analyses;

c) Financial information, pricing, and cost structures;

d) Technical information, designs, specifications, software, code, algorithms, and systems;

e) Client and customer information, including lists, requirements, and contracts;

f) Any other information that has value by virtue of not being generally known.

3. OBLIGATIONS OF RECIPIENT

Recipient agrees to:

a) Use the Confidential Information solely for the Purpose;

b) Maintain the Confidential Information in strict confidence;

c) Not disclose the Confidential Information to any third party without prior written consent from Tenten;

d) Limit access to Confidential Information to its employees, agents, representatives, and advisors who have a need to know for the Purpose and who are bound by obligations of confidentiality no less restrictive than those contained herein;

e) Take all reasonable measures to protect the secrecy of and avoid disclosure or use of Confidential Information in order to prevent it from falling into the public domain or into the possession of unauthorized persons;

f) Notify Tenten immediately upon discovery of any unauthorized use or disclosure of Confidential Information and cooperate with Tenten to help regain possession of the Confidential Information and prevent its further unauthorized use.

4. EXCLUSIONS

The obligations and restrictions set forth herein shall not apply to any information that:

a) Was in Recipient's possession before receipt from Tenten, as demonstrated by Recipient's records;

b) Is or becomes a matter of public knowledge through no fault of Recipient;

c) Is rightfully received by Recipient from a third party without a duty of confidentiality;

d) Is independently developed by Recipient without use of or reference to the Confidential Information, as demonstrated by Recipient's records;

e) Is disclosed by Recipient with Tenten's prior written approval; or

f) Is required to be disclosed by law or court order, provided that Recipient gives Tenten prompt written notice of such requirement prior to disclosure and assists Tenten in obtaining a protective order or other appropriate remedy.

5. TERM AND TERMINATION

This Agreement shall commence on the Effective Date and continue for a period of [duration, e.g., "three (3) years"]. The obligations of confidentiality and non-use set forth herein shall survive the termination of this Agreement and shall remain in effect for a period of [duration, e.g., "five (5) years"] following the termination of this Agreement.

6. RETURN OF MATERIALS

Upon the termination of this Agreement, or upon Tenten's earlier request, Recipient shall promptly return to Tenten all documents, notes, and other tangible materials representing Tenten's Confidential Information and all copies thereof, and delete or destroy all electronic or digital copies or records of the Confidential Information.

7. NO RIGHTS GRANTED

Nothing in this Agreement shall be construed as granting any rights, license, or ownership interest in or to the Confidential Information or any intellectual property rights therein. All Confidential Information remains the property of Tenten.

8. NO WARRANTY

ALL CONFIDENTIAL INFORMATION IS PROVIDED "AS IS." TENTEN MAKES NO WARRANTIES, EXPRESS, IMPLIED, OR OTHERWISE, REGARDING THE ACCURACY, COMPLETENESS, OR PERFORMANCE OF ANY CONFIDENTIAL INFORMATION.

9. REMEDIES

Recipient acknowledges that any breach of this Agreement may cause irreparable harm to Tenten for which monetary damages may be inadequate. Accordingly, Tenten may seek injunctive relief and any other available equitable remedies to enforce the terms of this Agreement, without posting bond or other security, in addition to all other remedies available at law.

10. GOVERNING LAW AND JURISDICTION

This Agreement shall be governed by and construed in accordance with the laws of [Jurisdiction], without regard to its conflict of laws principles. Any dispute arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts of [Jurisdiction].

11. GENERAL PROVISIONS

a) Entire Agreement: This Agreement constitutes the entire understanding between the Parties concerning the subject matter hereof and supersedes all prior agreements, understandings, or negotiations.

b) Modifications: No modifications or amendments to this Agreement shall be binding unless made in writing and signed by both Parties.

c) Severability: If any provision of this Agreement is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect.

d) Waiver: The failure of either Party to enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision.

e) Assignment: This Agreement may not be assigned by either Party without the prior written consent of the other Party.

f) Notices: All notices under this Agreement shall be in writing and shall be delivered by personal delivery, electronic mail, or certified mail to the addresses provided below.

TENTEN ACCELERATOR:

Name: Erik Chen (Kuan Yu Chen)

Title: Business Owner

Email: [email protected]

Date: ________________________

RECIPIENT:

Name: ________________________

Title: ________________________

Email: ________________________

Date: ________________________