LAB/02 — MUTUAL NON-DISCLOSURE AGREEMENT
Draft for completion and review — version 16 October 2026
Not signed or effective by downloading, selecting an option or submitting a project.
Complete the fields, review suitability and obtain both signatures before disclosure.

1. PARTIES AND PURPOSE
The LAB/02 operator, operating the independent project LAB/02 (not a separate company),
address [complete before signing], contact hello@lab0-2.com; and
[full legal name of other party], [registration details if applicable],
address [complete], contact [complete], represented by [name and authority].
The parties wish to evaluate a possible collaboration concerning [describe the
project without disclosing its confidential details] (the Purpose).
Each party may disclose and receive Confidential Information.
Effective date: the date of the last signature below, unless both agree otherwise.

2. CONFIDENTIAL INFORMATION
Non-public business, creative, commercial or technical information disclosed for
the Purpose, including ideas, designs, plans, workflows, code, know-how and written
exchanges, marked confidential or reasonably understood to be confidential in context.
Oral disclosures should be identified as confidential when made and summarised
in writing within 15 days. Specifically listed earlier disclosures are covered
only if both parties expressly agree: [list or write none].

3. USE AND PROTECTION
The receiving party will use the information only for the Purpose, protect it
with reasonable care and at least the care used for its own similar information,
and limit access to people who need it for the Purpose and are subject to
appropriate confidentiality duties. Essential hosting and communication providers
may process information under appropriate contractual safeguards; they receive
no permission to reuse it for their own purposes.
No publication, portfolio use, marketing, sale or reuse in unrelated client work
is permitted without the disclosing party's prior written permission. Neither
party may upload the other's information to generative-AI services or use it to
train models without a separate, specific written agreement.
The receiving party remains responsible for compliance by its authorised people.
It will notify the other promptly of an unauthorised disclosure or use and take
reasonable steps to contain it.

4. EXCLUSIONS AND REQUIRED DISCLOSURE
These duties do not cover information the receiving party can demonstrate was
lawfully known without restriction, becomes public without breach, is lawfully
received from another source without a confidentiality duty, or is independently
developed without using the disclosing party's information.
If disclosure is legally required, disclose only what is required and, where
lawful, give prompt notice and reasonable assistance to seek protective measures.
This agreement does not prevent legally protected reporting.

5. OWNERSHIP AND NO COMMITMENT
Each party retains its existing rights. Disclosure transfers no ownership,
commercial licence, exclusivity or right to exploit an idea. Any right needed to
review the information is limited to the Purpose. This agreement does not create
a patent, copyright or monopoly in an idea, a partnership, an order, payment,
acceptance of a project or an obligation to enter a further contract.
Any commissioned work and its intellectual-property terms need a separate agreement.
Information is supplied for evaluation; no promise of commercial success is made.

6. DURATION AND RETURN
The disclosure period is two years from the Effective Date unless ended earlier
by written notice. Confidentiality and limited-use obligations continue for three
years after each disclosure; information qualifying as a trade secret remains
protected for as long as it qualifies under applicable law.
On written request or the end of discussions, stop use and return or delete the
information within 30 days, except records necessarily retained to meet a specific
legal obligation or establish or defend legal claims. Identify the reason and
limit any retained copy's access and use. Isolated routine backups may expire
through their documented cycle and must not be restored for ordinary use.
Personal data remain subject to applicable privacy law and the documented privacy
notice. This agreement does not authorise unnecessary collection or retention.

7. GENERAL TERMS
Changes and permissions require written agreement by authorised representatives.
Neither party may assign this agreement without the other's written consent,
except where mandatory law provides otherwise. If a provision cannot apply,
the remaining provisions continue insofar as lawful.
Governing law: Italian law, subject to overriding mandatory protections.
Disputes: the courts competent under applicable law; no mandatory rights are waived.
The parties should obtain advice on the law, jurisdiction, duration and signature
requirements appropriate to their circumstances before signing. This is a starting
draft, not a representation that every clause is suitable for every jurisdiction.

SIGNED FOR THE LAB/02 OPERATOR
Name: ______________________________
Signature: ______________________________  Date: __________________

SIGNED FOR THE OTHER PARTY
Legal name: ______________________________________________________
Authorised signatory / role: ______________________________________
Signature: ______________________________  Date: __________________