ADVISOMY — Universal Confidentiality Agreement

Last updated: 7 June 2026

This Mutual Non‑Disclosure Agreement (“Agreement”) governs the use, disclosure, and protection of Confidential Information exchanged between:

(1) Advisomy (“Advisomy”), and (2) Any user of the Advisomy platform, including clients, experts, contractors, partners, or visitors who access or interact with the platform (“User”).

Advisomy and the User are each a “Party” and together the “Parties.”

By accessing or using the Advisomy platform, the User agrees to be bound by this Agreement.

1. Purpose

The Parties may exchange confidential, technical, commercial, or proprietary information for the purpose of:

• Engineering advisory and consulting engagements
• Project development, design, or technical review
• Commercial, financial, or compliance discussions
• Platform‑based collaboration between clients and experts
• Any business relationship facilitated through Advisomy

(collectively, the “Purpose”).

2. Definition of Confidential Information

“Confidential Information” includes all information disclosed by one Party to the other, whether orally, visually, electronically, or in writing, including:

• Engineering data, drawings, models, calculations, and technical documents
• Business plans, pricing, financial information, and commercial strategy
• Project details, client information, and internal processes
• Software, code, platform architecture, and system design
• Personal information and identity documents
• Any information marked or reasonably understood to be confidential

Confidential Information does not include information that:

1. Is or becomes publicly available without breach of this Agreement
2. Was lawfully known to the receiving Party before disclosure
3. Is independently developed without reference to the disclosing Party’s information
4. Is lawfully obtained from a third party without restriction

3. Obligations of the Parties

Each Party agrees to:

1. Use Confidential Information solely for the Purpose
2. Not disclose Confidential Information to any third party without prior written consent
3. Protect Confidential Information using at least the same degree of care used to protect its own confidential information (and no less than reasonable care)
4. Restrict access to employees, contractors, or advisors strictly on a need‑to‑know basis
5. Not copy, reverse engineer, decompile, or disassemble any technical materials provided
6. Immediately notify the other Party of any unauthorised access or disclosure

4. Platform‑Specific Confidentiality Rules

Because Advisomy facilitates collaboration between clients and experts:

4.1 Clients

Clients agree not to disclose:

• Expert profiles, methods, deliverables, or proprietary tools
• Internal platform processes or matching algorithms
• Any confidential information shared by experts

4.2 Experts

Experts agree not to disclose:

• Client project details, documents, or data
• Commercial terms, pricing, or engagement details
• Any information obtained through the platform

4.3 Platform Data

All platform‑generated data, including:

• Matching logic
• Analytics
• Communication metadata
• Engagement history

…is confidential and owned by Advisomy.

5. Permitted Disclosures

A Party may disclose Confidential Information if required by:

• Law
• Court order
• Regulatory authority

…provided that the disclosing Party gives prompt written notice to the other Party (unless legally prohibited) and cooperates in seeking protective measures.

6. Ownership

All Confidential Information remains the exclusive property of the disclosing Party. No licence, assignment, or transfer of intellectual property is granted under this Agreement.

7. Term and Survival

This Agreement begins when the User accesses the Advisomy platform and continues for as long as the User maintains an account or engages with Advisomy.

Confidentiality obligations survive for:

• Five (5) years after termination of the User’s account or relationship with Advisomy
• Indefinitely for trade secrets

8. Return or Destruction

Upon request, each Party must promptly:

• Return all Confidential Information, or
• Destroy it and certify destruction

This includes digital files, backups, notes, and derivative materials.

9. No Warranty

All Confidential Information is provided “as is” without warranty of accuracy or completeness. Neither Party is liable for decisions made based on the information provided.

10. No Obligation to Proceed

This Agreement does not obligate either Party to:

• Enter into a business relationship
• Award work
• Engage in a project
• Proceed with any transaction

11. Remedies

Each Party acknowledges that unauthorised disclosure may cause irreparable harm, and the injured Party is entitled to:

• Injunctive relief
• Specific performance
• Any other remedies available at law or equity

12. Governing Law

This Agreement is governed by the laws of:

New South Wales, Australia, unless otherwise agreed in writing.

13. Acceptance

By accessing or using the Advisomy platform, the User acknowledges and agrees to this Mutual Non‑Disclosure Agreement.