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Non-Disclosure Agreement

17/07/2025

Concluded pursuant to § 269(2) of Act No. 513/1991 Coll. of the Commercial Code as amended, between the following contracting parties:

The Provider (hereinafter referred to as the "Provider") is the operator of the www.pulsawork.com portal and other portals on different domains and provides services related to process management in companies through a software application, as well as related services, under the conditions set out in this agreement and related terms.

The Recipient (hereinafter referred to as the "Recipient") is a natural person – entrepreneur – or a legal entity who completes the registration form on the www.pulsawork.com portal via the form published on the website www.pulsawork.com (hereinafter referred to as the "Recipient").

(The Provider and the Recipient are hereinafter collectively referred to as the "Parties to the Agreement".)

Subject of the Agreement

  1. The subject of this Agreement is to ensure the regime of confidentiality and prevention of unauthorized disclosure, access, or other unauthorized use of confidential information and documents that the Recipient will receive from the Provider and of which the Recipient will become aware, in connection with the activities of the Recipient and the Provider based on mutual special cooperation agreements or service agreements, especially, but not limited to, the HRIIS platform, under the conditions set out in this Agreement.
  2. By entering into this Agreement, the Recipient acknowledges the following: a) The Recipient will have access to confidential information, especially trade secrets (hereinafter referred to as "Confidential Information") of the Provider, companies affiliated with the Provider, and the Provider's end customers to whom the Provider provides services, b) The Recipient acknowledges that the Recipient has obtained and is obtaining Confidential Information or protected information from third parties – clients to whom the Provider directly or indirectly provides services. The Provider is responsible to its clients for maintaining the confidentiality of such information and for its use only for certain limited purposes, c) The Recipient acknowledges that the Provider operates in a highly competitive information technology market, where information is one of the most valuable assets, and therefore any unauthorized disclosure of Confidential Information may cause significant damage, result in sanctions, or harm the Provider's reputation, d) The Recipient acknowledges that unauthorized disclosure and/or use of Confidential Information may result in legal liability.

Confidential Information

  1. For the purposes of this Agreement, "Confidential Information" means all financial, business, technical, and other information in any form. Confidential Information includes, but is not limited to, information and data concerning: source codes, architecture, technologies, computer programs (or their parts) developed or being developed by the Provider or any of the Provider's employees, affiliated company, or agent; information about suppliers and clients; business and production plans and development programs; research and development plans, know-how; programs, projects related to products, software, inventions, formulas, and technologies; investors and strategic partners; contracts with clients; contracts with investors and strategic partners; personal data of current and future employees and consultants of the Provider. The Recipient acknowledges that due to the specifics of business processes and the particularities of providing IT services by the Provider, Confidential Information may not always be explicitly marked as "confidential," but must be considered confidential if such information is not publicly accessible (for example, if access to such information or documentation is password-protected or storage/media with information is kept in secured premises of the Provider). In case of any doubts about the nature of the information, the Recipient must request instructions from the Provider in writing and treat the information as confidential data until receiving a response from the Provider.

  2. The following information is not considered Confidential Information: (i) information that is generally known to the public (except where it becomes publicly available as a result of a breach of confidentiality or other breach of this Agreement by the Recipient); (ii) information that cannot be considered confidential (or is not considered a trade secret) under the laws of the Slovak Republic.

Recipient's Confidentiality Obligations

  1. The Recipient is obliged to maintain confidentiality about Confidential Information and handle Confidential Information in such a way that it is not, even negligently, made available to unauthorized third parties. The Recipient also undertakes not to use Confidential Information for their own benefit or for the benefit of a third party.
  2. The Recipient shall not directly or indirectly disclose Confidential Information without the prior written consent of the Provider. Any disclosure or provision of Confidential Information to a third party (in any form and by any means, including but not limited to paper form, electronic form, by sending an email, sending an SMS, etc.), mentioning it at public events, in the media, publishing it on the Internet and social networks, etc., is considered disclosure under this Agreement.
  3. If the disclosure of Confidential Information is requested by an authorized state authority, the Recipient shall inform the Provider without delay, including a detailed description of the requested information.
  4. In the case of authorized provision of Confidential Information to a third party (including requests from state authorities or based on a written request from the Provider), the Recipient is obliged to inform such third party about the confidential nature of the provided information.
  5. The Recipient declares that they are aware that any breach of the prohibition on disclosing or using Confidential Information may cause significant damage and other harm to the Provider.
  6. For the purpose of protecting Confidential Information, the Provider has the right to control under this Agreement. For the purpose of control, the Provider may at any time, even without prior additional notice, check the contents of devices, disks, and other storage media belonging to the Recipient and located on their premises, email accounts, and other communication tools provided to the Recipient by the Provider, using appropriate technical and information devices.
  7. The Recipient's confidentiality obligation lasts without time limitation, even after the termination of this Agreement.
  8. If the Recipient is a legal entity, it is obliged to bind third parties involved in providing services or cooperating with the Provider to confidentiality to the extent of this Agreement. In the event of a breach of confidentiality by these persons, the Recipient is liable to the Provider as if the Recipient had breached the obligation themselves.
  9. The Recipient shall observe high ethical standards and act with integrity. For these purposes, the Recipient: -shall not engage in any unethical or unfair business activities, -shall not disclose Confidential Information (including via the Internet or social networks) and shall not do anything that may harm the Provider's reputation or the reputation of its clients, representatives, or employees, -shall avoid situations that may be considered a conflict of interest in relation to the Provider's activities. In the event of a threat and/or occurrence of a conflict of interest, the Recipient is obliged to notify the Provider in writing without undue delay.

Sanctions

  1. The Parties to the Agreement have agreed that in the event of each individual breach of obligations under this Agreement, the Recipient is obliged to pay the Provider a contractual penalty of EUR 10,000 (in words: ten thousand EUR), based on a written request. The Provider's right to compensation for damages caused is not affected, even to the extent exceeding the amount of the contractual penalty.

Duration and Termination of the Agreement

  1. This Agreement enters into force and effect on the date of its signature by both Parties to the Agreement.
  2. The confidentiality obligation under this Agreement lasts for the entire duration of the Recipient's activities for the Provider and does not expire even if this Agreement ceases to be valid and effective for any reason or if the legal relationship under which the Parties to the Agreement cooperate or under which the Recipient performs activities for the Provider terminates.

Final Provisions

  1. Any changes to this Agreement must be made in writing by mutual agreement and signed by both Parties to the Agreement.
  2. This Agreement is executed in two counterparts with the nature of an original, each Party to the Agreement receiving one counterpart.
  3. The Parties to the Agreement declare that they have read this Agreement before signing it, that this Agreement is concluded by mutual consent, of their free will, seriously, not under duress, not under disadvantageous conditions, that they understand the content of this Agreement, and as a sign of agreement, they sign this Agreement by hand.