NDA Terms (v1.0)

Fluxx Labs, Inc. — Mutual Non-Disclosure and Confidentiality Agreement (v1.0)

By requesting and accessing restricted documents (the "Confidential Information") through
the Fluxx Labs, Inc. ("Fluxx") Trust Center, the individual identified in the request
(the "Recipient") and the organization on whose behalf the Recipient is acting
(the "Recipient Organization") agree to the following terms:

1. Authorized Use.
   The Confidential Information is provided solely for the purpose of evaluating,
   procuring, renewing, or maintaining the Recipient Organization's subscription to
   Fluxx products and services (the "Permitted Purpose"). The Recipient and the
   Recipient Organization shall not use the Confidential Information for any other
   purpose, and shall not use it to compete with, reverse engineer, or develop
   products or services substantially similar to those of Fluxx.

2. Confidentiality.
   The Recipient and the Recipient Organization shall:
   (a) hold the Confidential Information in strict confidence;
   (b) restrict access to those employees, contractors, and advisors who have a
       legitimate need-to-know for the Permitted Purpose and who are bound by
       written confidentiality obligations at least as protective as these terms;
   (c) protect the Confidential Information using a reasonable degree of care,
       and in no event less than the care used to protect the Recipient
       Organization's own confidential information of similar importance;
   (d) not copy, reproduce, or distribute the Confidential Information except as
       strictly necessary for the Permitted Purpose;
   (e) not publicly disclose, post, summarize, or quote from the Confidential
       Information, including on social media or in any public forum;
   (f) upon request by Fluxx, promptly return or destroy all copies of the
       Confidential Information and certify such destruction in writing.

3. Exclusions.
   The obligations in Section 2 do not apply to information that the Recipient
   can demonstrate:
   (a) was in the public domain at the time of disclosure, or entered the public
       domain thereafter through no act or omission of the Recipient or the
       Recipient Organization;
   (b) was known to the Recipient or the Recipient Organization, without
       obligation of confidentiality, prior to disclosure by Fluxx;
   (c) is independently developed by the Recipient or the Recipient Organization
       without use of or reference to the Confidential Information; or
   (d) is rightfully received from a third party without obligation of
       confidentiality.

4. Compelled Disclosure.
   If the Recipient or the Recipient Organization is required by law, regulation,
   or valid legal process to disclose any Confidential Information, the Recipient
   shall (to the extent legally permissible) give Fluxx prompt prior written
   notice so that Fluxx may seek a protective order or other appropriate remedy.
   In any event, only the minimum portion of the Confidential Information strictly
   required to comply shall be disclosed.

5. Authority to Bind.
   The Recipient represents and warrants that they are an authorized signer for
   the Recipient Organization with the legal authority to bind the Recipient
   Organization to the terms of this Agreement. The Recipient understands that
   Fluxx is relying on this representation in providing access to the Confidential
   Information.

6. No License or Warranty.
   No license or other rights to Fluxx's intellectual property are granted except
   as expressly set forth herein. The Confidential Information is provided
   "AS IS" without warranty of any kind. Fluxx makes no representation that the
   Confidential Information is accurate, complete, or suitable for any purpose.

7. Term and Survival.
   The confidentiality obligations in Section 2 shall continue for a period of
   three (3) years from the date of disclosure, or indefinitely for information
   that constitutes a trade secret under applicable law. Sections 3, 4, 6, 7, 8,
   and 9 shall survive termination.

8. Equitable Relief.
   The Recipient and the Recipient Organization acknowledge that a breach of
   this Agreement may cause irreparable harm to Fluxx for which monetary
   damages would be inadequate, and that Fluxx shall be entitled to seek
   injunctive or other equitable relief in addition to any other available
   remedies, without the requirement to post a bond.

9. Governing Law; Miscellaneous.
   This Agreement shall be governed by the laws of the State of Delaware,
   without regard to its conflict-of-laws principles. This Agreement constitutes
   the entire agreement between the parties concerning the subject matter hereof
   and supersedes any prior discussions or agreements. No modification is
   binding unless in writing and signed by both parties. If any provision is
   found unenforceable, the remaining provisions shall remain in full force.

By typing their full legal name in the signature field and submitting the
request, the Recipient (i) agrees to the terms of this Agreement, (ii) acknowledges
that the typed name constitutes a binding electronic signature under the
U.S. Electronic Signatures in Global and National Commerce Act (E-SIGN) and
the Uniform Electronic Transactions Act (UETA) as applicable, and (iii) certifies
that they have the authority described in Section 5.