Admixer

NON-DISCLOSURE AGREEMENT
This Non-Disclosure Agreement (this “Agreement”) is entered into as of the date of Recipient’s signature (the “Effective Date”) by and between Admixer Media Marketing and Consulting d.o.o, a company organized under the laws of Croatia, with its registered address at Croatia, Zagreb, Savska cesta 32, (“Discloser”), and the undersigned attendee (“Recipient”). The parties agree as follows:

Purpose; Condition of Admission
1.1 Event & Purpose. Recipient will attend, or receive access to materials from, ‘Admixer Media – Official Sales Representative for Google Ads in Croatia: Your Partner for Digital Growth’ (‘Admixer Media – Službeni prodajni predstavnik za Google Ads u Hrvatskoj: Vaš partner za digitalni rast’) to be held on 9 September 2025 at 10:30 (the “Event”). Discloser and certain third parties may disclose Confidential Information (defined below) at or in connection with the Event. Recipient shall use Confidential Information solely to participate in the Event and evaluate the concepts presented (the “Permitted Purpose”). 1.2 Admission Condition. Signing/accepting this Agreement and complying with it are conditions of admission and ongoing presence at the Event. Discloser may deny or revoke access to any person who refuses to sign/accept or violates this Agreement, without refund or liability.
Definitions
2.1 Confidential Information means any non-public information disclosed or made available at, in connection with, or arising from the Event, in any form (oral, visual, written, electronic, demonstrative), whether or not marked as confidential, including: (a) slides, demos, prototypes, roadmaps, feature details, APIs/SDKs, documentation, sample code; (b) business plans, pricing, forecasts, performance metrics, audience data, case studies and benchmarks; (c) Q&A content, talk-track, speaker commentary and meeting notes; (d) personal data shared in the course of the Event; and (e) any copies, derivatives, analyses or summaries of the foregoing.
2.2 Exclusions. Confidential Information does not include information Recipient can prove by contemporaneous records: (i) becomes public through no breach of this Agreement; (ii) was lawfully known to Recipient prior to disclosure; (iii) is independently developed without use of or reference to Confidential Information; or (iv) is rightfully received from a third party without a duty of confidentiality.
2.3 Trade Secret means information that derives independent economic value from not being generally known and is the subject of reasonable efforts to maintain its secrecy.
2.4 Affiliates means entities that control, are controlled by, or are under common control with a party, with “control” meaning ownership of more than 50% of voting interests.
Core Confidentiality Obligations
3.1 Non-Use/Non-Disclosure. Recipient shall (a) not disclose Confidential Information to any third party; (b) use it only for the Permitted Purpose; and (c) protect it using safeguards at least reasonable and no less protective than those used for Recipient’s own similar information.
3.2 Internal Need-to-Know. Recipient may share Confidential Information internally only with directors, officers, employees, contractors, advisers or agents who need to know for the Permitted Purpose and are bound by written duties of confidentiality and non-use no less protective than this Agreement. Recipient remains liable for their acts/omissions.
3.3 No Reverse Engineering/Benchmarking. Recipient shall not reverse engineer, decompile, disassemble or attempt to derive source code or underlying ideas from any demo, prototype, software or hardware made available at the Event; shall not run or publish benchmarks, stress tests or comparative analyses based on Confidential Information; and shall not use Confidential Information to develop or improve any competing product or service.
3.4 No Publicity/No Social Posting. Recipient shall not issue press releases, make public statements, or post/share on social media (including screenshots, quotes, photos or performance data) about the Event or Confidential Information without Discloser’s prior written consent.
3.5 No Automated Capture. Recipient shall not scrape, harvest or use bots/automated tools to capture Event content or metadata.
Onsite Rules
4.1 Prohibited Actions. Recipient shall not create or enable any photos, screenshots, screen recordings, audio/video recordings, livestreams or transcriptions in any area of the Event, unless Discloser explicitly authorizes specific permitted zones/sessions in writing or via visible signage.
4.2 Devices & Checks. Recipient shall comply with reasonable bag checks, sealed pouches, camera covers, device stickers, and other measures to enforce this Section.
4.3 Immediate Deletion & Verification. Upon Discloser’s reasonable request based on suspected breach, Recipient shall promptly delete any captured content made in violation and, in Recipient’s presence and to the extent permitted by applicable law, permit visual verification that deletion occurred (e.g., viewing the device’s relevant gallery/trash folders).
4.4 Consequences. Violation of this Section is material. Discloser may revoke access, require removal from the venue, and pursue further remedies under Section 12.
Handling; Return/Destruction
5.1 Care & Segregation. Recipient must store Confidential Information securely and segregate it from public or general-access systems.
5.2 Copies. Recipient shall make no copies except as strictly necessary for the Permitted Purpose and subject to this Agreement.
Compelled Disclosure
If Recipient is legally required to disclose any Confidential Information, Recipient shall, to the extent permitted by law, give prompt written notice to Discloser to allow protective measures and shall disclose only what is strictly required, seeking confidential treatment (including filing under seal) where possible.
No License
All Confidential Information remains the exclusive property of its owner (Discloser or the relevant third party). No license or other rights are granted by implication, estoppel or otherwise, including under IP rights. Discloser and its licensors may freely use any feedback or suggestions without restriction or obligation.
Monitoring & Takedown
Discloser may monitor public channels for potential leaks. Upon written notice that Recipient has posted or enabled posting of Confidential Information, Recipient shall within 24 hours remove such content and use reasonable efforts to have third-party reposts removed.
Term
9.1 Agreement Term. This Agreement remains in effect from the Effective Date through the later of (a) one (1) year after the Event or (b) completion of post-Event follow-ups initiated within that year.
9.2 Confidentiality Period. Recipient’s obligations survive for five (5) years from each
disclosure; for Trade Secrets, obligations continue for so long as the information remains a trade secret under applicable law.
Authority
10.1 Authority. If signing on behalf of a company, the individual represents and warrants that they are duly authorized to bind that company; upon Discloser’s request, Recipient will promptly provide reasonable proof of authority.
10.2 Policies & Law. Recipient will comply with applicable laws (including anti-bribery, export controls, sanctions, competition laws).
Data Protection
11.1 Roles. Each party acts as an independent controller of personal data it processes for Event administration or compliance. This Agreement is not a data processing agreement.
11.2 Lawful Bases & Notice. Discloser may rely on contract performance (Event administration), legitimate interests (security, anti-abuse), and legal obligations. Discloser will make available a Privacy Notice describing categories of data, purposes, recipients, retention and data subject rights.
11.3 Safeguards. Recipient shall implement appropriate technical and organizational measures to protect any personal data included in Confidential Information and shall not disclose such data except as permitted hereunder or required by law.
Remedies
12.1 Equitable Relief. Unauthorized use or disclosure may cause irreparable harm; therefore Discloser (and any third-party owner of Confidential Information) is entitled to seek injunctive or other equitable relief without posting bond, in addition to other remedies.
12.2 Damages & Costs. Recipient is liable for all damages, losses, costs and reasonable
attorneys’ fees arising from breach.
12.3 Liquidated Damages. If permitted by applicable law, the parties agree that for each proven material breach of Sections 3–5 and 8, Recipient shall pay 50 000 EUR as liquidated damages, representing a reasonable pre-estimate of loss and not a penalty. Payment does not limit Discloser’s right to seek higher proven damages or equitable relief.
Export Control and Sanctions
Recipient shall not export, re-export or otherwise transfer any Confidential Information in violation of applicable export control or sanctions laws. Recipient represents that it (and, if applicable, its company) is not owned or controlled by, nor acting on behalf of, any sanctioned person or in any comprehensively sanctioned territory.
Assignment
Neither party may assign this Agreement without the other party’s prior written consent, except that Discloser may assign it to an Affiliate or in connection with a merger, acquisition, corporate reorganization or sale of substantially all assets without consent. Any prohibited assignment is void.
Third-Party Beneficiaries
If Google LLC and its affiliates provide or own any Confidential Information at the Event, they are intended third-party beneficiaries entitled to enforce this Agreement directly (including equitable relief and damages) with respect to such information. No other thirdparty beneficiaries are intended.
Governing Law
This Agreement, and non-contractual claims arising out of or in connection with it, are governed by the laws of Croatia, excluding conflict-of-laws rules.
Miscellaneous
17.1 Entire Agreement. This Agreement is the entire agreement on its subject matter and supersedes prior or contemporaneous understandings (including conflicting click-through terms shown during registration).
17.2 Amendments. Any amendment or waiver must be in writing and signed (including electronic signature) by an authorized representative of the party to be bound. Failure to enforce any provision is not a waiver.
17.3 E-Signature. This Agreement may be executed in counterparts and via electronic signatures or click-accept workflows; each counterpart is deemed an original and all together constitute one instrument.