Read the full Agreement before signing ›
This Agreement is entered into between Stratenity Inc. and the Client identified below, to govern the exchange of confidential information in the preparation, scoping, and delivery of a Strategy Scan engagement. Either party may share confidential information under this Agreement; both parties owe the same obligations of protection.
1. Purpose
Stratenity Inc. ("Stratenity") and the Client wish to evaluate and conduct a Strategy Scan engagement (the "Purpose"), which may include scoping conversations, intake interviews, evidence and option scoring, risk and governance mapping, 90-day execution planning, and an executive readout.
2. Definition of Confidential Information
"Confidential Information" means any non-public information, in any form, that one party (the "Discloser") shares with the other (the "Recipient") in connection with the Purpose, including business strategy and plans; financial and operational data; customer and supplier information; product roadmaps; personnel and compensation information; legal, regulatory, or compliance matters; intellectual property; commercial terms; market intelligence; and the existence, scope, and content of the engagement itself.
3. Exclusions
Confidential Information does not include information that the Recipient can demonstrate was already lawfully known without obligation; is or becomes publicly available through no fault of the Recipient; is lawfully obtained from a third party without obligation; or is independently developed without reference to the Discloser's information.
4. Use & Protection
The Recipient shall use the Confidential Information solely for the Purpose; protect it with reasonable care; limit access to those with a need to know; and not disclose or use the information for any other purpose without written consent.
5. Required Disclosures
If legally compelled to disclose, the Recipient shall (where lawful) give prompt notice so the Discloser may seek protective remedy, and disclose only what is legally required.
6. No Use for AI Model Training
Stratenity will not use Client Confidential Information to train, fine-tune, or improve generally-available AI models. This is consistent with Stratenity's published policy of no hidden AI training.
7. No License
Nothing grants either party any license or ownership in the Confidential Information of the other party. All Confidential Information remains the property of the Discloser.
8. Return or Destruction
Upon request or engagement termination, the Recipient shall return or destroy all Confidential Information, retaining only one archival copy required by compliance and routine system back-ups, subject to ongoing confidentiality.
9. Term
This Agreement is effective on the Effective Date and continues for two (2) years. Confidentiality obligations survive for five (5) years after disclosure, and indefinitely for trade secrets.
10. No Warranty
All Confidential Information is provided "as is." Neither party warrants accuracy, completeness, or fitness for purpose.
11. Remedies
The parties acknowledge that monetary damages may be insufficient and that equitable relief (injunction, specific performance) may be sought.
12. No Obligation to Proceed
Nothing obligates either party to enter into any further agreement. Either may decline to proceed at any time, without liability.
13. Governing Law & Jurisdiction
Governed by the laws of the State of Delaware, United States. The parties consent to the exclusive jurisdiction of state and federal courts in Delaware.
14. Entire Agreement
This is the entire understanding on confidentiality for the Purpose, superseding prior communications. Amendments must be in writing and signed by both parties.
15. Counterparts & Electronic Signature
This Agreement may be executed in counterparts. Electronic, scanned, and emailed signatures are valid and enforceable to the same extent as ink.
Private by design · No hidden AI training · Expert governed · Execution controlled.
This Agreement is the legal embodiment of Stratenity's published trust framework for the engagement. Client information stays protected, isolated to the engagement, and is never used for model training.