This Non-Disclosure Agreement (the “Agreement”) is entered into on this Jan 15th 2024 (the “Effective Date”), by and between:
 
Gate to the Games GmbH
Neverrift Trading Card Game

located at Lange Göhren 6, 39171 Sülzetal, Germany
hereinafter referred to as the “Disclosing Party”, and all participants, hereinafter referred to as the “Receiving Party”.
The Disclosing Party and the Receiving Party are collectively referred to as the “Parties”.

1. Purpose and Scope

The Disclosing Party intends to provide the Receiving Party with access to certain confidential information for the purpose of conducting testing and evaluation of a software application (the “Application”). The Receiving Party agrees to receive and use such confidential information solely for the purpose of testing and evaluating the Application.

 
2. Definition of Confidential Information

 “Confidential Information” shall include, but is not limited to, any and all information related to the Application, including its design, features, functionality, algorithms, source code, object code, user interfaces, documentation, trade secrets, proprietary information, business strategies, marketing plans, financial information, and any other information disclosed by the Disclosing Party in connection with the Application.
 

3. Obligations of the Receiving Party
 

3.1 The Receiving Party agrees to treat all Confidential Information with the utmost care and to take reasonable measures to protect the confidentiality of such information.

3.2 The Receiving Party shall not disclose, reproduce, distribute, transmit, or otherwise make available any Confidential Information to any third party without the prior written consent of the Disclosing Party.

3.3 The Receiving Party shall restrict access to the Confidential Information only to those of its employees, contractors, or agents who have a need to know such information for the purpose of testing and evaluating the Application.

3.4 The Receiving Party shall use the Confidential Information solely for the purpose of testing and evaluating the Application and shall not use it for any other purpose, commercial or otherwise.
 

4. Term of Agreement

This Agreement shall commence on the Effective Date and shall continue for a period of 12 months from the Effective Date, unless terminated earlier by either Party in accordance with the terms herein.
 

5. Remedies

The Parties acknowledge and agree that any unauthorized use or disclosure of Confidential Information may cause irreparable harm to the Disclosing Party. In the event of a breach or threatened breach of this Agreement, the Disclosing Party shall be entitled to seek injunctive relief in addition to any other remedies available at law or in equity.
 

6. Governing Law and Jurisdiction

This Agreement shall be governed by and construed in accordance with the laws of Magdeburg, Germany. Any disputes arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts of Magdeburg, Germany.
 

7. Entire Agreement

This Agreement constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings, negotiations, and discussions, whether oral or written.
 

8. Severability

If any provision of this Agreement is held to be invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions shall in no way be affected or impaired.
 
IN WITNESS WHEREOF, the parties have agreed to this Non Disclosure Agreement effective as of the Effective Date.