Version 2026-10-25. You accept this agreement electronically when you check the NDA box and complete checkout for a Biotegrity Starter or Development Package. Your name, company, the date and time, and your order number are recorded with your order.

Mutual Nondisclosure Agreement

This Mutual Nondisclosure Agreement (the "Agreement") is between Biotegrity Corporation, 9207 Wolf Hollow Ct., Granbury, TX 76048 ("Biotegrity"), and the company or person named at checkout when this Agreement is accepted ("Customer"). It takes effect on the date the Customer accepts it (the "Effective Date"). Biotegrity and Customer are each a "Party." Biotegrity agrees to this Agreement with each Customer who accepts it at checkout.

1. Purpose

The Parties wish to discuss and possibly carry out the development, formulation, sampling and manufacture of cosmetic or personal care products (the "Purpose"). In doing so, each Party may share Confidential Information with the other.

2. Confidential Information

"Confidential Information" means any non-public information a Party (the "Discloser") shares with the other Party (the "Recipient"), in any form, that is marked confidential or that a reasonable person would understand to be confidential. It includes formulas, ingredient lists and percentages, processing methods, specifications, samples, supplier information, pricing, product plans, brand concepts, artwork and business information.

3. Exclusions

Confidential Information does not include information that the Recipient can show (a) is or becomes public through no fault of the Recipient; (b) was already known to the Recipient without restriction before it was disclosed; (c) was lawfully received from a third party without a duty of confidentiality; or (d) was independently developed by the Recipient without using the Discloser's Confidential Information.

4. Obligations

The Recipient will (a) use Confidential Information only for the Purpose; (b) not disclose it to anyone except its employees, contractors and advisors who need to know it for the Purpose and are bound by confidentiality duties at least as protective as this Agreement; and (c) protect it with at least the same care it uses for its own confidential information, and no less than reasonable care. The Recipient may disclose Confidential Information if required by law, if it gives the Discloser prompt notice (where legally allowed) and discloses only what is required.

5. Ownership of formulas

(a) Customer formulas. Any formula, recipe or process the Customer provides remains the Customer's property. Biotegrity will not sell, license or use it for anyone else.
(b) Biotegrity formulas. Any existing Biotegrity formula, base or process remains Biotegrity's property. This includes formulas Biotegrity customizes for the Customer.
(c) Newly developed formulas. Rights in any new formula Biotegrity develops for the Customer are governed by the Parties' written proposal. If there is none, Biotegrity owns the formula, and the Customer has the exclusive right to have it manufactured by Biotegrity.
Nothing in this Agreement grants any license except as stated here.

6. No obligation; no warranty

This Agreement does not obligate either Party to enter into any further agreement or transaction. Confidential Information is provided "as is," without warranty of any kind.

7. Return or destruction

On written request, the Recipient will promptly return or destroy the Discloser's Confidential Information. The Recipient may keep one archival copy to show compliance and in routine backups, subject to this Agreement.

8. Term

This Agreement covers disclosures made during the two (2) years after the Effective Date. The Recipient's obligations for each disclosure last three (3) years from the date of disclosure, except that obligations for formulas and trade secrets last for as long as they remain trade secrets under applicable law.

9. Remedies

Unauthorized use or disclosure may cause irreparable harm for which money damages are not enough. The Discloser may seek injunctive relief in addition to any other remedies.

10. General

This Agreement is governed by the laws of the State of Texas, without regard to its conflict-of-law rules, with venue in Hood County, Texas. This is the Parties' entire agreement on this subject. It may be changed only in writing signed by both Parties. Neither Party may assign it without the other's consent, except to a successor of its business. If any provision is unenforceable, the rest remains in effect. The Parties agree that accepting this Agreement electronically at checkout is a valid signature.

11. Acceptance

The person who accepts this Agreement at checkout confirms they are authorized to accept it for the company they name. Questions before accepting: partners@biotegrity.com or 1-800-201-7935.