# MANYMOATS MUTUAL NON-DISCLOSURE AGREEMENT
**BILATERAL PROPRIETARY INFORMATION & INVENTION PROTECTION AGREEMENT**

This Mutual Non-Disclosure Agreement (the **"Agreement"**) is entered into and made effective as of the date of last signature below (the **"Effective Date"**), by and between:

**MANYMOATS, INC.** (together with its founder, sole inventor, and lawful affiliates, **"ManyMoats"**), having a principal executive office located in Los Angeles County, California; and

**THE COUNTERPARTY** identified on the signature page hereto (**"Counterparty"**).

ManyMoats and Counterparty may collectively be referred to as the **"Parties"**, or individually as a **"Party"**. The Party disclosing Confidential Information is referred to as the **"Discloser"**, and the Party receiving Confidential Information is referred to as the **"Recipient"**.

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### RECITALS

**WHEREAS**, ManyMoats is the creator, owner, and developer of a sovereign, high-performance computing, generative user interface, and autonomous multi-agent software substrate, including twenty (20) interconnected software properties, ten (10) specialized computational engines, and twelve (12) proprietary technological inventions;

**WHEREAS**, the proprietary technologies and computational architectures of ManyMoats are the subject of active patent applications filed with the United States Patent and Trademark Office (USPTO), including but not limited to U.S. Provisional Patent Applications Serial Nos. 64/159,586; 64/161,921; 64/161,944; 64/161,949; and 64/162,043; and

**WHEREAS**, the Parties wish to explore, evaluate, and discuss potential business, technical, licensing, commercial, or strategic relationships (the **"Purpose"**), during which either Party may disclose to the other certain valuable proprietary, non-public, and confidential information.

**NOW, THEREFORE**, in consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:

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### 1. DEFINITION OF CONFIDENTIAL INFORMATION

**1.1 Scope.** "Confidential Information" means all non-public, proprietary, confidential, or trade secret information disclosed by or on behalf of Discloser to Recipient, whether orally, in writing, electronically, by visual inspection, or by delivery of code, samples, hardware, or documentation, that is either designated as confidential or proprietary, or that by its nature or the circumstances of its disclosure should reasonably be understood to be confidential.

**1.2 Specific ManyMoats Inventions and Subsystems.** Without limiting the generality of Section 1.1, Confidential Information of ManyMoats expressly includes, whether in prototype, source, binary, specification, or conceptual form:
- (a) **Tangible™ Physics Engine:** The deterministic 2,635 Hz WebGPU XPBD (Extended Position-Based Dynamics) Neo-Hookean tetrahedral elastic continuum solver, strain-energy formulations, constraint projection shaders, and zero-heap allocation memory layout;
- (b) **Visual Cadence™ Engine:** The Kuramoto coupled non-linear oscillator network, phase-locked audio transient synchronization algorithms, sub-frame cut boundary predictors, and audio-visual harmonic timeline synthesis;
- (c) **LeashLaw™ Gatekeeper:** The mathematical capability envelopes, mutation bounding operators, invariant verification state machines, and real-time autonomous agent constraint lattices;
- (d) **Evoke™ Projection Pipeline:** The zero-deserialization UI projection engine streaming layout-free graphical elements from SharedArrayBuffer memory slabs directly into GPU canvas memory;
- (e) **SansSlop™ Aesthetics Engine:** The multi-modal thermodynamic free-energy aesthetic filtration system, spectral decay detectors, chromatic entropy classifiers, and heuristic visual evaluation pipelines;
- (f) **Limitless™ Memory Fabric:** The cross-silicon unified physical memory architecture, virtual NUMA pooling controllers, and 4.14× memory compaction algorithms;
- (g) **Hyphae™ Sovereign Mesh:** The content-addressed cryptographic mesh protocol, peer-to-peer work-stealing compute grid, and decentralized task distribution network;
- (h) **KineticTouch™ Dynamic Cursor:** The viscoelastic spatial field dynamics coupling input pointer kinematics to physical constraint equations;
- (i) **LivingLogo™ Procedural Glyphs:** The cryptographically-seeded vector glyph synthesis engines, parametric spline deformers, and temporal event authenticity stamp generators;
- (j) **MoatID™ Biometric Layer:** The ambient-exhaustion biometric authentication protocol combining micro-gestural kinematics and cryptographic hardware enclave verification;
- (k) **ATESO Substrate Architectures:** The Atomic Execution Substrate Orchestrations (ATESO-1 and ATESO-2), runtime hypervisors, and inter-room cross-spine communication buses (`spine-bus.mjs`); and
- (l) **USPTO Patent Pending Disclosures:** All unreleased patent draft specifications, provisional patent claims, priority filings, experimental test benches, and benchmark metrics associated with U.S. Patent Application Nos. 64/159,586; 64/161,921; 64/161,944; 64/161,949; and 64/162,043.

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### 2. EXCLUSIONS FROM CONFIDENTIALITY

Confidential Information does not include any information that Recipient can prove by competent written documentation:
- (a) Is or becomes generally available to the public other than through a breach of this Agreement by Recipient or its Representatives;
- (b) Was already lawfully in Recipient's possession prior to disclosure by Discloser without an obligation of confidentiality;
- (c) Is independently developed by Recipient without access to, reference to, or reliance upon Discloser's Confidential Information; or
- (d) Is lawfully received by Recipient from an independent third party who has the lawful right to make such disclosure without restriction.

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### 3. OBLIGATIONS OF RECIPIENT

**3.1 Standard of Care.** Recipient agrees to hold Discloser's Confidential Information in strict confidence and to exercise the same degree of care to prevent unauthorized disclosure, publication, or dissemination as Recipient uses for its own confidential information of like nature, but in no event less than a reasonable degree of care (and highest commercial diligence with respect to proprietary source code, model weights, and patent specifications).

**3.2 Permitted Purpose & Access.** Recipient shall use Discloser's Confidential Information solely and exclusively for the Purpose set forth herein. Recipient shall not disclose Confidential Information to any third party, except to its directors, officers, employees, legal counsel, and financial advisors (**"Representatives"**) who:
- (a) Have a bona fide need to know such information in connection with the Purpose;
- (b) Have been informed of the confidential and proprietary nature of the information; and
- (c) Are bound by written confidentiality agreements or professional ethical rules at least as protective of Discloser as this Agreement.

**3.3 Liability for Representatives.** Recipient shall remain strictly liable for any breach of this Agreement by any of its Representatives.

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### 4. STRICT PROHIBITION ON REVERSE ENGINEERING, EXTRACTION & CIRCUMVENTION

**4.1 Prohibition on Decompilation and Extraction.** Recipient expressly covenants and agrees that it shall not, directly or indirectly:
- (a) Decompile, disassemble, reverse engineer, decrypt, de-obfuscate, analyze instruction streams, or attempt to derive the source code, underlying algorithms, mathematical equations, or shader pipelines of Discloser's software, binaries, or web assemblies;
- (b) Probe, harvest, extract, scrape, or distill model weights, prompt chains, systemic rules, or latent embeddings disclosed by Discloser to train, fine-tune, or benchmark any competing artificial intelligence model, software library, or commercial service;
- (c) Remove, alter, or obscure any copyright notice, trademark, patent marking, patent pending legend, or proprietary rights notice affixed to or embedded in any materials provided by Discloser.

**4.2 Non-Circumvention of Patent Claims.** Recipient shall not use Discloser's Confidential Information to file, prosecute, assist in the filing or prosecution of, or claim priority to any patent, utility model, or design right anywhere in the world that reads upon, incorporates, or derives from Discloser's technical architecture, algorithms, or pending patent filings.

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### 5. COMPELLED DISCLOSURE

If Recipient is required by applicable law, regulation, subpoena, or valid order of a court of competent jurisdiction to disclose any of Discloser's Confidential Information, Recipient shall:
- (a) Provide Discloser with immediate written notice (within forty-eight (48) hours of receipt) prior to making any disclosure, to enable Discloser to seek a protective order or appropriate remedy;
- (b) Reasonably cooperate with Discloser at Discloser's expense in resisting or narrowing such disclosure; and
- (c) If disclosure remains required, disclose only that portion of Confidential Information strictly legally mandated, and use commercially reasonable efforts to ensure confidential treatment.

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### 6. RETURN OR DESTRUCTION OF MATERIALS

Upon the written request of Discloser or upon termination of the Purpose, Recipient shall promptly (and in any event within ten (10) business days):
- (a) Return or, at Discloser's election, securely destroy all documents, media, software, files, and materials containing Discloser's Confidential Information; and
- (b) Deliver a written certification signed by an authorized executive of Recipient confirming complete compliance with this Section.
Recipient may retain one (1) archival copy solely for legal compliance purposes in a secure, restricted-access vault, and routine, automated system backup archives shall not be required to be deleted provided that confidentiality obligations remain in full force and effect until such archives are overwritten.

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### 7. INTELLECTUAL PROPERTY RIGHTS

Nothing in this Agreement grants, conveys, or implies any license, right, title, or interest in or to Discloser's Confidential Information, patents, patent applications, trademarks, copyrights, or trade secrets. Discloser retains sole and exclusive ownership of all its intellectual property.

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### 8. TERM AND SURVIVAL

**8.1 Term.** This Agreement shall remain in effect for three (3) years from the Effective Date, unless terminated earlier by either Party upon thirty (30) days' prior written notice.

**8.2 Survival.** The obligations of confidentiality, non-use, and non-circumvention with respect to all Confidential Information disclosed during the term shall survive termination of this Agreement for a period of five (5) years from the date of disclosure; provided, however, that:
- (a) Any **Trade Secrets** of Discloser shall remain protected for as long as such information constitutes a trade secret under applicable law; and
- (b) Any **Patent Pending Inventions** and technical architectures disclosed by ManyMoats shall remain protected perpetually or until such inventions are published by the USPTO or Discloser without breach of this Agreement.

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### 9. EQUITABLE REMEDIES & INJUNCTIVE RELIEF

Recipient acknowledges and agrees that any unauthorized disclosure or use of Discloser's Confidential Information, particularly source code, shader engines, or patent-pending architectures, will cause immediate, irreparable, and incalculable harm to Discloser for which monetary damages alone would be inadequate. Accordingly, Discloser shall be entitled to seek immediate injunctive relief, specific performance, and other equitable remedies in any court of competent jurisdiction to prevent or halt any breach or threatened breach of this Agreement, without the necessity of proving actual damages or posting any bond or security.

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### 10. DEFEND TRADE SECRETS ACT (DTSA) NOTICE

Pursuant to 18 U.S.C. § 1833(b), an individual shall not be held criminally or civilly liable under any federal or state trade secret law for the disclosure of a trade secret that: (A) is made in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney, solely for the purpose of reporting or investigating a suspected violation of law; or (B) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal.

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### 11. GENERAL PROVISIONS

**11.1 Governing Law and Venue.** This Agreement and all disputes arising out of or related to it shall be governed by and construed in accordance with the laws of the State of California, without giving effect to any choice or conflict of law principles. The Parties consent to the exclusive personal jurisdiction and venue of the federal and state courts situated in Los Angeles County, California.

**11.2 Entire Agreement.** This Agreement constitutes the complete and exclusive agreement between the Parties with respect to its subject matter and supersedes all prior and contemporaneous discussions, proposals, understandings, and agreements. No amendment, modification, or waiver shall be binding unless executed in writing by authorized representatives of both Parties.

**11.3 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 not in any way be affected or impaired.

**11.4 Counterparts & Electronic Execution.** This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. The Parties expressly agree that execution via electronic signature, digital tablet or stylus stroke capture via FileFriend (`deploy/filefriend/sign.html`), and cryptographic handoff envelopes constitutes a valid, legally binding signature under the Electronic Signatures in Global and National Commerce Act (E-SIGN, 15 U.S.C. § 7001 et seq.) and the Uniform Electronic Transactions Act (UETA, Cal. Civ. Code § 1633.1 et seq.).

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### SIGNATURE PAGE FOLLOWS

**IN WITNESS WHEREOF**, the Parties hereto have caused this Mutual Non-Disclosure Agreement to be duly executed by their authorized representatives as of the Effective Date.

#### PARTY A: MANYMOATS, INC.

**By:** _____________________________________________  
**Name:** Brennan William DeCrow  
**Title:** Founder, Chief Executive Officer & Sole Inventor  
**Date:** ________________________  
**FileFriend Envelope Hash:** `sha256:manymoats-mutual-nda-2026`  

#### PARTY B: COUNTERPARTY

**Company / Entity Name:** _____________________________________________  
**By:** _____________________________________________  
**Printed Name:** _____________________________________________  
**Title:** _____________________________________________  
**Date:** ________________________  
**Signer Email / Contact:** _____________________________________________  
**Address:** _____________________________________________  
