Non-Disclosure & Confidentiality Agreement

This Non-Disclosure and Confidentiality Agreement ("Agreement") is entered into between Ninety4MGMT ("Company") and the individual or entity signing or electronically accepting this Agreement ("Participant").

This Agreement applies to participants, creators, influencers, artists, entrepreneurs, brands, sponsors, vendors, guests, contractors, staff, representatives, and other individuals attending or participating in an in-person event, live-streaming event, social-media event, networking event, creator event, mixer, workshop, private gathering, or related activity hosted, produced, sponsored, or managed by Ninety4MGMT (an "Event").

1. Purpose

Ninety4MGMT creates and facilitates opportunities for creators, artists, entrepreneurs, brands, sponsors, venues, and other professionals to connect and collaborate.

During an Event, you may receive or observe information that is not publicly available. You agree to protect that information and not use or disclose it except as permitted by this Agreement or with the express permission of the person or entity that owns the information.

2. Confidential Information

"Confidential Information" means non-public information disclosed, shown, discussed, transmitted, demonstrated, or otherwise made available to you in connection with an Event. This includes, but is not limited to:

• Unreleased social-media or livestream content
• Private livestreams or conversations
• Screenshots or recordings not authorized for public release
• Business plans, marketing strategies, creator strategies, brand strategies
• Sponsorship opportunities, brand-deal negotiations, contract terms
• Pricing, compensation, revenue, and commission information
• Contact and personal information
• Upcoming collaborations, unannounced partnerships, unreleased products or campaigns
• Event plans, guest lists, VIP information, behind-the-scenes information
• Vendor and venue information
• Information concerning clients, creators, artists, brands, sponsors, or partners
• Trade secrets and proprietary business information
• Any information reasonably understood to be confidential under the circumstances

Confidential Information may be provided verbally, visually, electronically, physically, through social media, through private messages, through documents, or through any other method.

3. Information Observed at the Event

Confidential Information does not have to be formally labeled "CONFIDENTIAL" to be protected. You may learn confidential information simply by attending the Event or being present in areas where private business or creator activities occur — including information you overhear, observe, see on a screen, or learn through interaction with another participant.

You agree to treat such information as confidential when a reasonable person would understand that the information is private or not intended for public disclosure.

4. Non-Disclosure Obligation

You agree not to disclose, publish, post, transmit, distribute, sell, reproduce, or otherwise make Confidential Information available to any third party without authorization. This includes disclosure through:

• TikTok, Instagram, Facebook, YouTube, X, Snapchat, Threads, Discord, Reddit
• Podcasts, livestreams, private groups, group chats, text messages, email
• Websites, blogs, news outlets, or any other public or private communication channel

You are responsible for taking reasonable steps to prevent unauthorized disclosure of Confidential Information.

5. Social Media and Livestreaming

Because Ninety4MGMT Events may involve livestreaming, recording, social-media content, and creators, the following additional rules apply. Unless expressly authorized, you may not livestream or record:

• Private conversations or confidential business discussions
• Contract negotiations or private meetings
• Backstage or restricted areas
• Private creator sessions or unreleased content
• Screens containing private information
• Personal information belonging to another participant
• Any area designated "No Recording," "Private," "Off Camera," or similar

You may not intentionally capture or distribute another participant's private conversation or confidential information for the purpose of creating social-media content.

6. Photographs, Video and Audio

Ninety4MGMT may establish designated areas where photography, video, audio recording, or livestreaming is permitted. Participants must respect any Event-specific recording rules.

If another participant requests that a recording containing them be removed, participants are encouraged to cooperate promptly when the recording was made in a private or restricted setting.

Nothing in this Agreement prevents lawful recording or use of content that a participant independently has the legal right to use.

7. Private Conversations

Participants may engage in conversations concerning personal matters, business opportunities, creator strategies, financial information, relationships, negotiations, or other sensitive subjects.

You agree not to intentionally record, publish, quote, screenshot, or distribute a private conversation without appropriate authorization. This provision does not prohibit lawful speech, legally protected activity, or disclosures that cannot lawfully be restricted.

8. Creator and Talent Information

Creators, artists, influencers, entrepreneurs, and other participants may disclose information concerning their business, audience, content strategy, income, sponsorships, brand relationships, management relationships, upcoming projects, collaborations, contracts, business negotiations, or future opportunities.

You agree not to use confidential information obtained through the Event to interfere with, exploit, misrepresent, or improperly benefit from another participant's business relationships or opportunities.

9. Brand, Sponsor and Partner Information

Information concerning current or prospective sponsors, brands, advertisers, agencies, venues, vendors, partners, and business relationships may be Confidential Information.

You agree not to represent yourself as an authorized representative, agent, partner, employee, or spokesperson of a brand, sponsor, creator, artist, or other participant unless you have actual authorization.

10. Use of Confidential Information

You may use Confidential Information only for legitimate purposes related to your participation in the Event or an authorized business relationship. You may not use Confidential Information to:

• Compete unfairly with another participant
• Interfere with a business relationship or misappropriate an opportunity
• Circumvent Ninety4MGMT or obtain an unauthorized financial benefit
• Harass, target, or impersonate another participant
• Publish private information or otherwise harm another participant or Ninety4MGMT

11. Exclusions from Confidential Information

Confidential Information does not include information that:

• Is already publicly available through lawful means
• Becomes publicly available through no violation of this Agreement
• Was lawfully known by the receiving party before disclosure
• Is independently developed without use of Confidential Information
• Is lawfully obtained from a third party without a confidentiality obligation
• Must be disclosed by law, subpoena, court order, or governmental authority

When legally permitted, you agree to provide reasonable notice before disclosing information pursuant to a legal requirement.

12. Personal Information

You agree not to intentionally collect, publish, sell, distribute, or misuse another participant's private personal information, including private telephone numbers, email addresses, home addresses, identification documents, financial information, private messages, private photographs, or other information a reasonable person would understand to be private.

13. No Unauthorized Screenshots or Recordings

Unless permitted by Event rules or expressly authorized, you may not take screenshots, photographs, audio recordings, video recordings, or screen recordings of private communications, devices, documents, or conversations.

A recording that captures Confidential Information remains subject to this Agreement even if the recording was made unintentionally.

14. Return or Deletion of Confidential Information

Upon request by Ninety4MGMT or the owner of Confidential Information, you agree, to the extent reasonably practicable, to return or delete confidential documents, files, recordings, screenshots, or other materials containing Confidential Information.

15. No Ownership Transfer

Nothing in this Agreement transfers ownership of intellectual property, content, trademarks, business information, recordings, likenesses, or other property from one party to another. Each person or entity retains ownership of its respective intellectual property and materials unless a separate written agreement provides otherwise.

16. No License or Business Relationship

Participation in an Event does not automatically create an employment relationship, partnership, joint venture, agency relationship, management relationship, endorsement relationship, or exclusive business relationship. Any such relationship must be established through a separate written agreement.

17. Event Rules

Participants agree to comply with reasonable Event rules established by Ninety4MGMT, which may include restrictions concerning recording, photography, livestreaming, restricted areas, backstage access, guest access, security, confidential discussions, use of equipment, brand materials, sponsor materials, and participant conduct.

Violation of Event rules may result in removal from the Event or restriction from future Events, subject to applicable law.

18. Term

This Agreement becomes effective when signed or electronically accepted. Confidentiality obligations continue for three (3) years following the Event, except that trade secrets will remain protected for as long as they qualify as trade secrets under applicable law.

19. Remedies

You acknowledge that unauthorized disclosure of Confidential Information may cause harm that may not be adequately compensated by monetary damages alone. To the extent permitted by law, Ninety4MGMT or the affected party may seek appropriate legal remedies, including injunctive or equitable relief, for an actual or threatened violation of this Agreement.

20. No Waiver of Legal Rights

Nothing in this Agreement prevents a person from reporting unlawful conduct to an appropriate governmental authority, cooperating with a lawful investigation, making disclosures protected by applicable law, exercising rights protected by applicable employment laws, or making any disclosure that cannot legally be restricted by contract.

21. Indemnification

To the extent permitted by law, a participant who violates this Agreement agrees to be responsible for damages or losses caused by the participant's unauthorized disclosure or misuse of Confidential Information.

22. Limitation of Liability

To the fullest extent permitted by law, Ninety4MGMT will not be responsible for unauthorized disclosure of information by another participant, attendee, guest, vendor, creator, brand, or third party. Ninety4MGMT will take reasonable measures within its control to establish and enforce Event confidentiality policies but cannot guarantee that another participant will comply with this Agreement.

23. Governing Law

This Agreement will be governed by the laws of the State of Arizona. Any dispute will be handled in a court of competent jurisdiction in Arizona unless the parties enter into a separate written agreement providing otherwise.

24. Severability

If any provision of this Agreement is determined to be invalid or unenforceable, the remaining provisions will remain effective to the fullest extent permitted by law.

25. Entire Agreement

This Agreement constitutes the understanding between the parties concerning confidentiality relating to the applicable Event. If a separately signed agreement contains confidentiality provisions that conflict with this Agreement, the separately signed agreement will control to the extent of the conflict.

26. Electronic Acceptance

Electronic acceptance of this Agreement — including clicking an "I Agree," "Accept," or substantially similar button or checkbox — may constitute a legally binding acceptance to the extent permitted by applicable law.