Non-Disclosure Agreement

1. Parties

This Non-Disclosure Agreement ("Agreement") is entered into between:

Discloser (Client): The individual or organization seeking to discuss potential MVP development services from Tarkle Studio.

Recipient (Tarkle Studio): Tarkle, Inc., a Wyoming corporation
Federal EIN: 87-2654515
Address: 1309 Coffeen Avenue, Suite 15023, Sheridan, WY 82801, United States
Represented by: Santhia Roo Noel, Founder & CEO

2. Purpose

The Client ("Discloser") wishes to share project details, business concepts, and development ideas with Tarkle Studio ("Recipient") for the purpose of evaluating potential MVP development services. This Agreement allows the Discloser to safely share confidential information for discussion and scoping purposes only.

3. Confidential Information

"Confidential Information" means any and all information disclosed by the Client to Corenn, including but not limited to:

• Project concepts, business ideas, and market strategies
• Product specifications and feature requirements
• Design assets, mockups, and wireframes
• Market research and competitive analysis
• Financial projections and business models
• Target audience and user personas
• Any other proprietary or sensitive information shared

4. Tarkle Studio's Obligations

Tarkle Studio agrees to:

• Maintain all Confidential Information in strict confidence indefinitely
• Not disclose any Confidential Information to third parties without written consent
• Use Confidential Information solely for evaluating the project scope and providing a quote
• Protect Confidential Information using industry-standard security measures
• Return or securely destroy all Confidential Information if requested

5. Permitted Disclosures

Tarkle Studio may disclose Confidential Information only to:

• Employees and contractors who have a need to know and are bound by confidentiality obligations
• As required by law or court order, provided Corenn gives prompt notice to allow the Client to seek protective measures

6. Exclusions

Confidential Information excludes information that:

• Was publicly available at the time of disclosure or becomes public through no breach by Corenn
• Was known to Corenn prior to disclosure, as evidenced by documentation
• Is independently developed by Corenn without use of the Confidential Information
• Is received from a third party without confidentiality restrictions

7. No License or Obligation to Work

This Agreement does not constitute an offer to provide services, nor does it obligate Tarkle Studio to accept the Client as a project. Tarkle Studio reserves the right to decline any project for any reason. Similarly, the Client is free to decide not to engage Tarkle Studio's services. Both parties may terminate discussions at any time without obligation.

8. No License to Similar Ideas

Nothing in this Agreement prevents Tarkle Studio from developing, working on, or providing services for projects that are similar in concept or nature to the Client's idea, provided that Tarkle Studio does not use or disclose the Client's Confidential Information. The Client acknowledges that multiple parties may have similar ideas, and execution and implementation differ.

9. Indemnification

The Client indemnifies Tarkle Studio against any claims, losses, damages, costs, and expenses (including legal fees) arising from the Client's breach of this Agreement or unauthorized use of Confidential Information.

10. Term and Termination

This Agreement is effective as of the date of acceptance and remains in effect indefinitely regarding the confidentiality obligations of Tarkle Studio. Either party may terminate discussions at any time by providing written notice.

11. Jurisdiction

This Agreement is governed by the laws of the State of Wyoming and the United States of America. Any disputes arising from this Agreement shall be subject to the exclusive jurisdiction of the courts in Sheridan, Wyoming.

12. Entire Agreement

This Agreement constitutes the entire understanding between the parties regarding the Purpose and supersedes all prior discussions, agreements, and understandings, whether oral or written.

13. Amendments

This Agreement may only be amended by written consent of both parties. No oral modifications are valid.