USER NON-DISCLOSURE AND CONFIDENTIAL INFORMATION AGREEMENT

Effective Date: Date of acceptance of the Terms of Use Agreement

I agree and affirm that I am using the site, Pefin.com, and any related applications, in a personal capacity and/or a professional capacity as a Journalist, Media Professional or Blogger. In a personal capacity, all the information I see on the site is only to understand my personal finances and to receive automated financial advice or other services as performed by Pefin, Inc., its affiliates or subsidiaries. If I am using this site in a professional capacity as a Journalist, Media Professional or Blogger, I agree that I have the express permission of Pefin to do so, which I have acquired by sharing information about my professional credentials and being granted explicit permission by the management of Pefin for PRESS MEMBERSHIP. The following agreement covers my use of Pefin under both of these terms:

As a condition of my becoming a User of Pefin.com, as per the Press Terms of Use, I agree to the following for my use of Pefin under the PRESS MEMBERSHIP. I agree that the terms of use are valid only during the term that the credentials, which I have shared with Pefin, while applying for PRESS MEMBERSHIP remain valid:

1. Confidential Information Attestation

I agree that ALL information that I see and use on Pefin.com is Confidential Information.

(a) Protection of Information. I agree, at all times during the term of being a user/member of Pefin.com and for a five (5) year period after the termination of any paid or unpaid membership, to hold in strictest confidence, and not to disclose to any person, firm, corporation or other entity, without authorization from Pefin in each instance, any of the Confidential Information (as defined below) that I obtain, access or create during the term of the membership, even if such Confidential Information becomes publicly and widely known and made generally available. I further agree not to make copies of such Confidential Information except as authorized by Pefin.

(b) Confidential Information Definition. I understand that Confidential Informationmeans the totality of information and physical material available through the Pefin.com website. Confidential Information includes, without limitation: (i) Company Inventions (either directly shown or inferred from the Pefin website); (ii) technical data, trade secrets, know-how, research, product or service ideas or plans, software codes and designs, developments, inventions, processes, formulas, techniques, engineering designs and drawings, hardware configuration information, lists of, obtained by accessing Pefin.com either directly or indirectly, whether in writing, electronically, orally, or by observation. (iii) any information or data sources presented on the Pefin.com App, and the linkages observed directly or indirectly.

(c) Other Rights. This Agreement is intended to supplement, and not to supersede, any rights Pefin may have in law or equity with respect to the protection of trade secrets or confidential or proprietary information.

2. Use of Confidential Information

Pefin PRESS MEMBERSHIP, authorizes me to use the Confidential Information to write publically disseminated articles or blogs or audio or video recordings. In addition to this, I can only use this confidential information to obtain financial advice and manage my personal finances. I cannot share any of this information with any third party or institution or use this confidential information to develop, market or sell products or services, directly or indirectly for myself, or for any startup, company or institution in which I am a founder, advisor, employee, consultant or investor.

(a) Use of Pefin for Journalistic Articles / Blogs and Interviews of Pefin Management:

Pefin PRESS MEMBERSHIP authorizes me, the user, to use of the Confidential Information to write publically disseminated articles or blogs or audio or video recordings (including podcasts / webinars) under the following conditions:

  1. User can use the results, graphics, and or record audio or video information, for the purposes of explaining personal finance concepts, and or creating audio, webinars, or video recordings of Personal Finance concepts
  2. If the user uses any graphics or results from using the Pefin.com App, for a written journalistic article or blog, the user must include the following, clearly at the same text size, font and color as the article (immediately following the article): CREDIT: PEFIN.COM ™ .
  3. If the user uses any graphics or results from using the Pefin.com App, or demonstrates results in an audio or video recording, the user must include the following, words in an audio format, alongside the recording: These results (and graphics) are obtained from the Pefin.com App, the world’s first AI based financial advisor, which helps any user plan, track and manage their complete financial life.
  4. If the user includes any results, graphics, audio or video recordings, or any other information derived from the Pefin.com site in an article, video or blog post, a link or copy of each article/ blog post or video must be provided to Pefin via emailing us at press@pefin.com, at least 3 days before publication of the article, so we may provide clarifications or corrections. In addition, you must provide details on where the article/ blog post or video will be published.

(b) Use or Incorporation of Inventions. If in the course of the membership, I share, use or incorporate into a product, process or machine any Confidential Information, either directly or indirectly, by passing such Information on to another, or utilizing it in an invention or application of any kind, I will promptly inform Pefin. Whether or not I give such notice, I hereby irrevocably grant to Pefin a sole exclusive, fully paid-up, royalty-free, assumable, perpetual, worldwide license, with right to transfer and to sublicense, to practice and exploit such Invention and to make, have made, copy, modify, make derivative works of, use, sell, import, and otherwise distribute under all applicable intellectual properties without restriction of any kind.

(c) Inventions. I understand that Inventions means discoveries, developments, concepts, designs, ideas, know how, improvements, inventions, trade secrets and/or original works of authorship, whether or not patentable, copyrightable or otherwise legally protectable. I understand this includes, but is not limited to, any new product, machine, article of manufacture, method, procedure, process, technique, use, equipment, device, apparatus, system, design or configuration of any kind, or any improvement thereon.

(d) Notes and Copies of Confidential Information: I understand that I am prohibited from making flow-diagrams or illustrations or screenshots of how Pefin works, or to write notes or explanations on how Pefin works based on the Confidential Information I see or have seen on the site, without the explicit permission of the management of Pefin, Inc., other than for Journalistic, Media or Blogger purposes as described above in section 2 (a)

3. Term of Non-Disclosure Agreement

(a) My restrictions. I agree that during the term of the being a user/member, and for a period of five (5) years immediately following the termination of any paid or unpaid membership for any reason, whether with or without cause, I shall not use any Confidential Information of the Company to negatively influence any of the Company’s clients or customers from purchasing Company products or services or to solicit or influence or attempt to influence any client, customer or other person either directly or indirectly, to direct any purchase of products and/or services to any person, firm, corporation, institution or other entity in competition with the business of the Company. I will destroy and terminate all physical or electronic copies of any Confidential Information when the relationship is terminated by me or Pefin.

(b) Violation: I understand that violating this Non-Disclosure Agreement can cause irreparable damage to Pefin. Pefin will use all legal methods to secure its Confidential Information and any products or services created from violation of its Non-Disclosure Agreement.

(c) Transfer of Liability – Any non-media related corporation (Media, as defined solely by Pefin) possessing any Confidential Information of Pefin without a Corporate NDA is liable for unauthorized access to this Confidential Information, from Pefin. Pefin will use all legal methods to secure its Confidential Information and any products or services created from this unauthorized access.

4. Representations and Covenants

(a) No Conflicts. I represent that my performance of all the terms of this Agreement does not and will not breach any agreement I have entered into, or will enter into, with any third party, including without limitation any agreement to keep in confidence proprietary information or materials acquired by me in confidence or in trust prior to or during the Relationship. I agree not to enter into any written or oral agreement that conflicts with theprovisions of this Agreement.

(b) Representations of Employment I further represent that I am not presently employed by and have no intention of being employed by, companies which in any way involve products or services that would be competitive with Pefin’s products or services, or those products or services proposed or in development by Pefin during the term of my membership. If, however, I decide to do so, I agree that, in advance of accepting such employment or agreeing to perform such services, I will terminate my PRESS MEMBERSHIP and be further bound by the terms of this agreement for five (5) years.

(c) Voluntary Execution. I certify and acknowledge that I have carefully read all of the provisions of this Agreement, that I understand and have voluntarily accepted such provisions, and that I will fully and faithfully comply with such provisions. My accepting the Terms of Use implies full acceptance of the terms of this PRESS Non-Disclosure Agreement within it.

5. General Provisions

(a) Governing Law. The validity, interpretation, construction and performance of this Agreement shall be governed by the laws of the State of New York without giving effect to the principles of conflict of laws.

(b) Severability. If one or more of the provisions in this Agreement are deemed void or unenforceable to any extent in any context, such provisions shall nevertheless be enforced to the fullest extent allowed by law in that and other contexts, and the validity and force of the remainder of this Agreement shall not be affected.

(c) Successors and Assigns. This Agreement will be binding upon any heirs, executors, administrators and other legal representatives, and my successors and assigns, and will be for the benefit of Pefin, its successors, and its assigns.

(d) Remedies. I acknowledge and agree that violation of this Agreement by me may cause the Company irreparable harm, and therefore agree that the Company will be entitled to seek extraordinary relief in court, including, but not limited to, temporary restraining orders, preliminary injunctions and permanent injunctions without the necessity of posting a bond or other security, in addition to and without prejudice to any other rights or remedies that the Company may have for a breach of this Agreement.

(e) No Modifications - Licensed Property must be used exactly as provided by Pefin, with no changes, and Licensed Property used hereunder must be displayed in its entirety. Changes that distort, remove, modify, or animate the Licensed Property or any related design elements or incorporated text, including but not limited to the trade dress, color, proportion, artwork, or trademark symbols are strictly prohibited.

(f) Non- disparagement: You may not display the Pefin logo in any form of media that disparages Pefin or its products or services, infringes any Pefin intellectual property or other rights, or violates any law or regulation.

(g) Signature: I agree that my Electronic signature as recorded by registering the IP Address and email address of the signatory, along with acceptance of the Terms of Use agreement is equal to my physical signature for accepting this Non-Disclosure Agreement.