Legal

Non-Disclosure Agreement

Template Version 1.0Mutual NDAWyoming, USA

This is a template NDA for use between INSIGHT LLC and prospective clients prior to sharing strategy documentation, white papers, or platform access. This template should be reviewed by qualified legal counsel before use. Fields marked [BRACKETED] require completion before execution.

Mutual Non-Disclosure Agreement

This Mutual Non-Disclosure Agreement ("Agreement") is entered into as of [DATE] ("Effective Date") between:

INSIGHT LLC, a Wyoming limited liability company ("INSIGHT"); and
[COUNTERPARTY FULL LEGAL NAME], a [entity type] organised under the laws of [jurisdiction] ("Recipient").

INSIGHT and Recipient are each referred to herein as a "Party" and collectively as the "Parties".

1. Purpose

The Parties wish to explore a potential business relationship involving INSIGHT's quantitative investment strategies, execution software, and related intellectual property (the "Purpose"). In connection with the Purpose, each Party may disclose to the other certain confidential and proprietary information.

2. Definition of Confidential Information

"Confidential Information" means any non-public information disclosed by one Party ("Disclosing Party") to the other Party ("Receiving Party"), whether orally, in writing, electronically, or by any other means, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure.

INSIGHT's Confidential Information includes without limitation: strategy white papers, backtest methodology, quantitative models, software code, execution algorithms, kill protocol frameworks, parameter specifications, performance data, pricing, client lists, business plans, and any derivative works thereof.

Confidential Information does not include information that: (a) is or becomes publicly known through no breach of this Agreement; (b) was rightfully known by the Receiving Party prior to disclosure; (c) is independently developed by the Receiving Party without use of Confidential Information; or (d) is required to be disclosed by law or regulation, provided that the Receiving Party gives prompt written notice to the Disclosing Party.

3. Obligations of the Receiving Party

The Receiving Party agrees to:

Hold all Confidential Information in strict confidence using no less than the same degree of care it uses to protect its own confidential information, but in no event less than reasonable care
Not disclose Confidential Information to any third party without prior written consent of the Disclosing Party
Use Confidential Information solely for the Purpose and for no other purpose whatsoever
Limit access to Confidential Information to those employees, advisers, or representatives who have a need to know for the Purpose and who are bound by confidentiality obligations no less restrictive than those in this Agreement
Not reverse-engineer, decompile, or attempt to derive the underlying logic, methodology, or source code of any INSIGHT software or strategy from disclosed materials
Not copy or reproduce Confidential Information except as strictly necessary for the Purpose

4. Intellectual Property

Nothing in this Agreement grants either Party any rights in the other Party's Confidential Information except the limited right to use such information for the Purpose. All Confidential Information of INSIGHT — including all strategy documentation, software, methodology, and frameworks — remains the exclusive intellectual property of INSIGHT LLC. © 2026 INSIGHT LLC. All rights reserved.

No licence, express or implied, is granted by this Agreement for any intellectual property right.

5. Term

This Agreement commences on the Effective Date and continues for a period of three (3) years, unless earlier terminated by mutual written agreement. The confidentiality obligations set forth herein shall survive termination for a further period of five (5) years with respect to trade secrets, and three (3) years with respect to all other Confidential Information.

6. Return or Destruction of Confidential Information

Upon termination of this Agreement, or upon request by the Disclosing Party, the Receiving Party shall promptly return or destroy all Confidential Information and all copies thereof, and certify in writing that it has done so.

7. No Warranty

All Confidential Information is provided "as is." The Disclosing Party makes no representations or warranties regarding the accuracy, completeness, or fitness for purpose of any Confidential Information disclosed.

8. Remedies

Each Party acknowledges that any breach of this Agreement may cause irreparable harm for which monetary damages would be an inadequate remedy. Each Party therefore agrees that the non-breaching Party shall be entitled to seek injunctive relief, specific performance, and other equitable relief in any court of competent jurisdiction, in addition to all other remedies available at law or in equity.

9. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of Wyoming, USA, without regard to its conflict of law provisions.

10. Entire Agreement

This Agreement constitutes the entire agreement between the Parties with respect to its subject matter and supersedes all prior discussions, representations, or agreements relating to confidentiality between the Parties.

11. Execution

IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date.

INSIGHT LLC

Signature: ___________________________

Name: ________________________________

Title: ________________________________

Date: ________________________________

[COUNTERPARTY NAME]

Signature: ___________________________

Name: ________________________________

Title: ________________________________

Date: ________________________________