Parties

(1) Platformance Mena Marketing Management LLC, a company organised and existing under the laws of the United Arab Emirates, with trade licence number 1110320 and registered address at Office 202, Emmay Tower, Al Sufouh Second, Dubai, United Arab Emirates, operating the Fast Foundry programme (Fast); and

(2) the person or company that submits an Entry through the Fast Foundry pages, identified by the name, business name, email address and country given in that Entry (the Applicant).

Fast and the Applicant are each a Party and together the Parties.

Background

(A) Fast Foundry is the venture studio of the FAST group. It receives entries from founders and early-stage businesses, assesses them, and may offer selected businesses customer acquisition, market access, other support and, in some cases, investment.

(B) To be assessed, the Applicant will disclose information about its business to Fast, and Fast may in turn disclose information to the Applicant. Each Party wishes to protect its Confidential Information on the terms of this Agreement.

1. Definitions

1.1 Affiliate means, in relation to a Party, any entity that directly or indirectly controls, is controlled by or is under common control with that Party.

1.1 Confidential Information means all non-public information disclosed by or on behalf of a Disclosing Party to a Receiving Party or its Representatives in connection with the Purpose, in any form and whether or not marked confidential. For the Applicant it includes the Entry: every answer given on the Fast Foundry pages, the financial figures, the pitch deck, payment records, ownership details and any other document uploaded or later supplied, and anything said in a conversation with Fast about the business. For both Parties it includes financial, commercial, technical, product, personnel and intellectual property information; all notes, analyses, scores and assessments derived from it; and the existence, status and outcome of the assessment and of any discussions.

1.1 Entry means the submission made by the Applicant through the Platform, together with any further information supplied to Fast in connection with it.

1.1 Platform means the Fast Foundry pages on foundry.wearefast.io and the systems behind them, including the database, file storage and email services used to receive, hold and respond to Entries.

1.1 Purpose means Fast's assessment of the Entry and, if Fast chooses to go further, the evaluation, structuring and negotiation of a possible relationship between the Parties or their Affiliates.

1.1 Representatives means a Party's Affiliates and its and their directors, officers, employees, screening panel members, professional advisers and auditors who need to know the Confidential Information for the Purpose, and, in the case of Fast, the service providers that operate the Platform under written confidentiality and data-processing terms.

2. Confidentiality and permitted use

2.1 The Receiving Party shall keep the Confidential Information confidential and protect it using at least reasonable care; use it solely for the Purpose; not disclose it except as permitted by this Agreement; and make copies only to the extent reasonably necessary for the Purpose.

2.2 The Receiving Party shall not use the Confidential Information to develop, benchmark or improve products or services for itself or any third party, to train or improve any artificial-intelligence model or system, or to identify, profile or target the Disclosing Party, its Affiliates, clients or partners, except as necessary for the Purpose.

2.3 Nothing in this Agreement restricts the use of general skills, knowledge and experience retained in the unaided memory of a Party's personnel, or of aggregated and anonymised insights that do not identify the Disclosing Party and do not permit reconstruction of the Confidential Information. Fast may use aggregated and anonymised information drawn from Entries to report on and improve the Fast Foundry programme.

2.4 The Receiving Party shall notify the Disclosing Party within 72 hours after becoming aware of any actual or suspected unauthorised access, use or disclosure of Confidential Information, and shall take reasonable steps to contain and mitigate it.

2.5 The Applicant acknowledges that Fast and its Affiliates build, operate, invest in and support businesses of their own and of third parties, and that Fast receives many Entries, some of which concern businesses, products, markets or ideas that resemble the Applicant's. Nothing in this Agreement prevents Fast or its Affiliates from building, operating, investing in or supporting any business, or from assessing any other Entry, provided that Fast does not use the Applicant's Confidential Information in breach of this Agreement in doing so. Ideas, concepts, markets, business models and publicly observable features of a business are not Confidential Information; the Applicant's specific figures, documents, customer information, plans and know-how are.

3. Disclosure to Representatives

3.1 The Receiving Party may disclose Confidential Information to its Representatives on a need-to-know basis for the Purpose, provided each is informed of its confidential nature and bound by confidentiality obligations at least as protective as those in this Agreement.

3.2 Disclosure to any other third party requires the Disclosing Party's prior written consent. Fast will ask for that consent before introducing the Applicant to any client, agency or partner by name.

3.3 The Receiving Party is responsible for any breach of this Agreement by its Representatives as if the breach were its own.

4. Security

4.1 The Receiving Party shall hold Confidential Information under reasonable industry-standard safeguards. Fast shall hold Entries on the Platform with access restricted to its Representatives.

4.2 The Receiving Party shall not upload Confidential Information to any public or consumer artificial-intelligence service. Enterprise AI tools may be used only under contractual terms that prohibit training on the data.

5. Excluded information

5.1 The obligations in this Agreement do not apply to information that the Receiving Party can demonstrate is or becomes publicly available other than through a breach; was lawfully known to it without restriction before disclosure; is lawfully received from a third party without breach of a duty of confidence; or is independently developed without use of the Confidential Information.

5.2 A combination of information shall not fall within an exclusion merely because individual elements are publicly available or previously known.

6. Required disclosure

6.1 The Receiving Party may disclose Confidential Information to the minimum extent required by law or a binding order, giving the Disclosing Party prompt notice where legally permitted and cooperating with any effort to seek protective treatment.

7. Term and survival

7.1 This Agreement begins when the Applicant accepts it and applies to Confidential Information disclosed in connection with the Entry and any discussions that follow it.

7.2 The obligations applying to each item of Confidential Information continue for three years from its disclosure; for a trade secret, for so long as it remains one; for personal data, for as long as applicable law requires.

7.3 If the Parties enter into a definitive written agreement, its confidentiality terms replace this Agreement in respect of information covered by it.

8. Retention and deletion of the Entry

8.1 Fast assesses every Entry against its priorities at the time. A decision not to proceed is not a judgement on the business and may change. The Applicant agrees that Fast may keep the Entry, and the record of its assessment, for 24 months after Fast communicates its decision, for the purposes of reconsidering the Entry, comparing it with a later Entry from the same Applicant, and contacting the Applicant if the fit changes.

8.2 The Applicant may at any time ask Fast to delete the Entry by writing to the notice address in clause 14. Fast shall securely delete it within 30 days and confirm deletion in writing if asked.

8.3 At the end of the 24-month period, if no further relationship has been agreed and no later Entry has been made, Fast shall securely delete the Entry or reduce it to anonymised form.

8.4 Fast may retain one archival copy where required for legal, regulatory, insurance or record-retention purposes; a record that an Entry was made, by whom and when, and the decision taken; and copies in routine backups that cannot reasonably be isolated. Retained information shall not be used except as required by law and shall remain protected under this Agreement.

9. No commitment, no warranty, and the Applicant's confirmations

9.1 All Confidential Information is provided for evaluation purposes only and, save as set out in clause 9.4, without warranty as to accuracy or completeness.

9.2 Nothing in this Agreement, and no Entry, assessment, score, feedback or discussion, obliges Fast to proceed with the Applicant, to give reasons for a decision, to enter into any relationship, or to provide any support or investment. Either Party may discontinue discussions at any time. Nothing in this Agreement creates exclusivity, a partnership, joint venture, agency or fiduciary relationship.

9.3 No fee is payable to make an Entry, and no payment or other compensation is due from Fast for making an Entry or for any idea, suggestion or information in it, except as may be agreed in a definitive written agreement.

9.4 The Applicant confirms that it has the right to disclose everything in the Entry; that the Entry contains no confidential information of a third party, including a current or former employer, that the Applicant is not entitled to share; that the figures and statements in the Entry are true and not misleading to the best of its knowledge; that the individual accepting this Agreement is at least 18 and authorised to enter into it on behalf of the business named; and that it will tell Fast promptly if it learns that any part of the Entry was materially inaccurate.

9.5 Nothing in this Agreement excludes or limits liability for fraud or any liability that cannot lawfully be excluded.

10. Ownership and intellectual property

10.1 All Confidential Information remains the property of the Disclosing Party. No licence or other right in any intellectual property is granted except the limited right to use Confidential Information for the Purpose.

10.2 The Entry and the business it describes remain the Applicant's. Fast's assessment, scores, notes and feedback are Fast's own work product, provided without warranty, and sharing them creates no obligation and no right in them.

10.3 Each Party retains ownership of its pre-existing and independently developed materials, methods, tools and know-how.

10.4 The Receiving Party shall not reverse engineer any software, code, model or technical material disclosed for the Purpose.

11. Personal data

11.1 Each Party shall comply with applicable data-protection and information-security laws.

11.2 Fast processes the personal data in the Entry as a controller, for the Purpose and for the retention in clause 8, in accordance with Federal Decree-Law No. 45 of 2021 on the Protection of Personal Data and Fast's privacy notice on the Platform. The Applicant shall ensure that any individual whose personal data is included in the Entry has been informed of, and where required has consented to, that processing.

11.3 Any individual whose personal data Fast holds may ask what Fast holds, ask for it to be corrected, or ask for it to be deleted, by writing to the notice address in clause 14.

11.4 Where a relationship between the Parties would involve processing of personal data beyond the Entry, the Parties shall enter into a data-processing agreement first.

12. Announcements and use of name

12.1 Fast shall not publicly name the Applicant as having made an Entry, or as being assessed, shortlisted or declined, without the Applicant's prior written consent.

12.2 The Applicant shall not state or imply to any third party that Fast, Fast Foundry or any Fast Affiliate is reviewing, has shortlisted, is backing or is in discussions with the Applicant, and shall not use the name, trade marks or branding of Fast or its Affiliates, without Fast's prior written consent.

13. Remedies

13.1 Each Party acknowledges that damages may not be an adequate remedy for a breach of this Agreement, and a Party may seek interim or injunctive relief from a court or tribunal of competent jurisdiction in addition to any other remedy.

13.2 The Receiving Party shall bear the reasonable investigation, containment, remediation and notification costs of the Disclosing Party to the extent caused by its breach, negligence or wilful misconduct.

14. Notices

14.1 Notices shall be in writing by email: to Fast at asad.rehman@wearefast.io, for the attention of Asad ur Rehman, Fast Foundry; and to the Applicant at the email address given in the Entry.

14.2 A notice is deemed received at the time of transmission unless a delivery-failure notice is received; one sent outside business hours is deemed received at 9:00 a.m. on the next business day in Dubai.

15. General

15.1 This Agreement is the entire agreement between the Parties concerning confidentiality in relation to the Entry. If the Parties later sign a separate non-disclosure agreement, that agreement prevails to the extent of any inconsistency.

15.2 An amendment or waiver is effective only if in writing and agreed by both Parties.

15.3 Neither Party may assign this Agreement without the other's prior written consent, except to an Affiliate or a successor to substantially all of its relevant business.

15.4 If any provision is invalid or unenforceable, it shall be modified or severed to the minimum extent necessary.

15.5 A person who is not a Party has no right to enforce this Agreement.

15.6 This Agreement is accepted electronically. By ticking the acceptance box on the Platform the Applicant agrees to be bound by it with the same effect as a signature, to the extent permitted by applicable law. Fast records the version accepted, the identity given in the Entry and the date and time of acceptance, and will provide a copy on request. The version accepted with an Entry is the one that governs it.

16. Governing law and dispute resolution

16.1 This Agreement is governed by the laws of the United Arab Emirates as applied in the Emirate of Dubai.

16.2 Any dispute arising out of or in connection with this Agreement shall be finally resolved by arbitration under the Arbitration Rules of the Dubai International Arbitration Centre, before one arbitrator, seated in Dubai, in English.

16.3 The Parties shall keep any arbitration confidential except as required to protect a legal right or comply with law.

16.4 Nothing in this clause prevents either Party from seeking urgent interim relief from any court of competent jurisdiction.