VibeHire Back to the agreement

Version 1.0

Non-Disclosure Agreement

This agreement is between VibeHire (“the Company”) and the person who accepts it electronically on the Company’s website (“you”). It takes effect when you tick “I agree to the terms of the NDA” and submit the form (the “Effective Date”).

  1. Purpose

    The Company wishes to show you confidential material so that you can evaluate a possible relationship with it, such as investing in it, partnering with it, working with it or advising it (the “Purpose”).

  2. Confidential Information

    “Confidential Information” is all information, in any form, that the Company discloses to you or that you can see or reach through its website, access links, emails, demonstrations or conversations, whether or not it is marked confidential. It includes the Company’s business model, pricing, revenue and financial figures, forecasts and projections, market and growth plans, product designs, screenshots, videos, features and roadmap, technology and source code, data, customer, partner and investor details, fundraising plans, and the fact and content of any discussions between you and the Company. It also includes every copy, note and summary you make of any of it.

  3. What is not Confidential Information

    Information is not confidential if you can show that it (a) is or becomes public other than through a breach of this agreement; (b) was lawfully known to you, without a duty of confidence, before the Company disclosed it; (c) was lawfully received from a third party who was free to share it; or (d) was developed by you independently without using the Confidential Information.

  4. Your obligations

    You will:

    1. keep the Confidential Information strictly confidential and protect it with at least the care you give your own confidential information, and never less than reasonable care;
    2. use it only for the Purpose;
    3. disclose it only to your directors, employees and professional advisers (such as lawyers and accountants) who need it for the Purpose and who are bound to keep it confidential on terms at least as strict as these; you are responsible for any breach by them;
    4. not copy, screenshot, record, download, republish or post any of it, except as needed for the Purpose;
    5. keep your access link to yourself and not let anyone else use it;
    6. not reverse engineer it, or use it to build, fund or improve a competing product or business, or to approach the Company’s partners, customers or personnel; and
    7. tell the Company promptly if you become aware of any unauthorised use or disclosure, and help to limit its effect.

  5. Disclosure required by law

    If a law, court or regulator requires you to disclose Confidential Information, you will (where the law allows) tell the Company first so that it can object, and you will disclose only what you are legally required to.

  6. Ownership, no licence, no warranty

    All rights in the Confidential Information stay with the Company; nothing here licenses them to you. It is provided as it is. Figures, projections and forecasts are illustrations, not promises. Nothing the Company shows you is an offer of securities or investment advice, and neither of you has to enter into any further agreement or transaction.

  7. How long it lasts

    Your obligations start on the Effective Date and continue for five (5) years afterwards. For anything that is a trade secret, they continue for as long as it remains one.

  8. Returning and deleting

    When the Company asks, you will stop using the Confidential Information, delete or destroy every copy and confirm that in writing. If the law makes you keep a copy, you may keep only that copy and it stays confidential.

  9. Remedies

    You accept that a breach could cause the Company harm that money cannot fully repair. The Company may therefore ask a court for an interdict or other urgent relief without proving actual loss, in addition to any other remedy, including damages. If the Company successfully enforces this agreement, you will pay its reasonable legal costs on the attorney-and-own-client scale.

  10. Electronic acceptance, and what we record

    You agree that ticking the box and submitting the form is your electronic signature, and that this agreement is binding on you under the Electronic Communications and Transactions Act 25 of 2002.

    To keep proof of your agreement, to protect the Confidential Information and to detect misuse, the Company records your name, location, email address, IP address and browser details, the time and the version of this agreement you accepted, and it logs every visit you make to the site with your access link (the time, the pages, your IP address and browser). The Company’s team is notified of your acceptance and of your visits.

    The Company handles this personal information under the Protection of Personal Information Act 4 of 2013. It is kept only as long as needed to enforce or defend the Company’s rights and to meet legal requirements. It is not sold, and it is shared only with the providers that host the site and send its email, and where the law requires. You may ask what the Company holds about you, ask for it to be corrected, or object to its use by writing to hello@vibehire.live. You may also complain to the Information Regulator.

  11. Your details and authority

    You confirm that the details you give are true and that you are an adult able to enter into this agreement. If you accept on behalf of an organisation, you confirm that you have its authority to do so, and “you” then includes that organisation.

  12. General

    This is the whole agreement between you and the Company about its subject. The Company may issue a new version; you will be asked to accept it before you continue, and until you do the version you accepted continues to apply to what you have already seen. A right that is not exercised is not waived. If a part of this agreement is unenforceable, the rest still applies. You may not transfer your rights or obligations without the Company’s written consent; the Company may transfer its rights to a successor to its business. This agreement is governed by the law of the Republic of South Africa, and you submit to the jurisdiction of the Western Cape Division of the High Court of South Africa, Cape Town, or any other competent court that the Company chooses.

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