ADVANCE COPY READER COMMUNITY NON-DISCLOSURE AND CONFIDENTIALITY AGREEMENT

Career Co-Pilot: The Parent’s Coaching Primer on Mastering the M.O.V.E. Method in the Age of Disruption

Governing Law: State of New York

1. PARTIES

This Non-Disclosure and Confidentiality Agreement (“Agreement”) is entered into as of the date of electronic or written acceptance by the Participant (defined below), by and between:

DISCLOSING PARTY: Sandra Buatti-Ramos, an individual residing in the State of New York, and the sole author and intellectual property owner of the work titled Career Co-Pilot: The Parent’s Coaching Primer on Mastering the M.O.V.E. Method in the Age of Disruption (“the Book”), and all associated materials hosted within the Advance Copy Reader Community on the careerveritas.com platform (collectively, “the Disclosing Party,” “the Author,” or “Owner”).

RECEIVING PARTY: The individual who has been granted access to the Advance Copy Reader Community and who accepts this Agreement by any of the methods described in Section 3 below (“Participant,” “Recipient,” or “you”).

The Disclosing Party and Receiving Party are collectively referred to herein as the “Parties.”

2. RECITALS AND PURPOSE

WHEREAS, the Author has developed a book-in-progress and related educational materials embodying original research, frameworks, methodology, and creative expression, including but not limited to the proprietary M.O.V.E. Method;

WHEREAS, the Author has established a private, invitation-only online community (the “Community”) hosted on the careerveritas.com platform for the limited purpose of gathering feedback, impressions, and reader responses from a select group of advance readers prior to the Book’s commercial publication;

WHEREAS, access to the Community confers upon the Participant access to prepublication book content, proprietary frameworks, community discussions, instructional materials, multimedia content, and other materials that constitute the confidential and proprietary intellectual property of the Author;

NOW, THEREFORE, in consideration of the Participant’s access to the Community and the mutual covenants set forth herein, the sufficiency of which is hereby acknowledged, the Parties agree as follows:

3. ACCEPTANCE AND BINDING EFFECT

This Agreement becomes legally binding upon the Participant upon the earliest occurrence of any of the following:

Electronic acceptance via a click-through, checkbox, digital signature, or acknowledgment form provided within the Community or by the Author;
Submission of a signed copy of this Agreement in PDF or physical form;
Access to the Community or any materials within it, which shall constitute conclusive evidence of acceptance; or
Any written or electronic communication indicating the Participant’s intent to participate.

Participation in the Community without executing this Agreement constitutes a material breach and the Author reserves all legal remedies.

4. DEFINITIONS

“Confidential Information” means any and all information, content, data, or materials disclosed by the Author in connection with the Community, whether disclosed orally, in writing, visually, digitally, or by any other means, including but not limited to:

The full or partial text, chapters, passages, outlines, or drafts of the Book;
The M.O.V.E. Method, its components, frameworks, terminology, worksheets, or supporting materials;
Any audio recordings, video content, slide presentations, or multimedia materials shared in the Community;
Community discussion threads, posts, comments, Q&A sessions, or feedback exchanges;
Unpublished research, data, statistics, or analysis created by or for the Author;
The identity, personal information, or feedback of other Community participants;
Business strategy, publishing timelines, marketing plans, or commercial information of the Author;
Any materials designated as confidential by the Author orally or in writing; and
All notes, analyses, summaries, or derivative works created from any of the foregoing.

“Community” means the private online community hosted at careerveritas.com under the Author’s account, including all channels, sub-communities, resource libraries, and communications therein.

“Participant” means any individual granted access credentials to the Community, regardless of whether such individual actively participates.

“Unauthorized Disclosure” means any sharing, transmission, reproduction, or communication of Confidential Information to any person or entity not expressly authorized in writing by the Author.

5. CONFIDENTIALITY OBLIGATIONS

5.1 Non-Disclosure

The Participant shall hold all Confidential Information in strict confidence and shall not, directly or indirectly, disclose, publish, transmit, distribute, broadcast, sell, license, or otherwise communicate any Confidential Information to any third party without the prior express written consent of the Author.

5.2 Prohibited Conduct

The following acts are expressly prohibited and constitute a material breach of this Agreement:

Sharing, posting, forwarding, or transmitting any portion of the Book, Community materials, or discussions on any platform, including but not limited to social media, blogs, podcasts, newsletters, email lists, group chats, or websites;
Taking, saving, or sharing screenshots, screen recordings, photographs, or any other visual or audio captures of Community content;
Copying, printing, transcribing, or reproducing any Confidential Information in any format;
Summarizing, paraphrasing, or creating derivative works from the Confidential Information in any format intended for distribution;
Sharing login credentials, access links, or invitation codes with any unauthorized person;
Using or exploiting any portion of the M.O.V.E. Method, Book content, or Community materials for commercial purposes, including in coaching, consulting, teaching, or training contexts;
Discussing, referencing, or describing specific content from the Book or Community in any public or semi-public forum; and
Collecting, harvesting, or extracting any data, metadata, analytics, user information, or structural information from the Community platform.

5.3 Limited Use

The Participant may use Confidential Information solely for the purpose of providing personal feedback to the Author in connection with the advance reader program. All other uses are prohibited.

5.4 Standard of Care

The Participant shall protect the Confidential Information using at minimum the same degree of care used to protect their own confidential information, but in no event less than reasonable care.

5.5 Notice of Compelled Disclosure

If the Participant is legally compelled by court order, subpoena, or applicable law to disclose any Confidential Information, the Participant shall: (a) provide the Author with prompt prior written notice sufficient to allow the Author to seek a protective order or other relief; (b) cooperate with the Author in seeking such relief; and (c) disclose only that portion of the Confidential Information strictly required by law.

6. INTELLECTUAL PROPERTY OWNERSHIP

All Confidential Information, including the Book and all associated materials, is and shall remain the sole and exclusive intellectual property of the Author. Nothing in this Agreement conveys, transfers, or licenses any intellectual property rights to the Participant.

The Participant acknowledges that the Book and all associated content are original works of authorship protected under the United States Copyright Act, 17 U.S.C. § 101 et seq., and applicable federal and state law. Unauthorized reproduction or distribution of copyrighted material may expose the Participant to civil and criminal liability under federal copyright law.

The Participant further acknowledges that the M.O.V.E. Method and associated terminology may constitute protectable trade secrets under the New York Uniform Trade Secrets Act and the federal Defend Trade Secrets Act, 18 U.S.C. § 1836 et seq. Misappropriation of trade secrets may give rise to federal and state claims, including claims for injunctive relief and exemplary damages.

Any feedback, comments, suggestions, or ideas submitted by the Participant to the Author shall become the sole property of the Author, and the Participant hereby irrevocably assigns all intellectual property rights therein to the Author without compensation.

7. TERM AND SURVIVAL

This Agreement shall remain in effect from the date of acceptance for a period of five (5) years, or until the commercial publication of the Book, whichever occurs later. Obligations relating to intellectual property ownership and trade secret protection shall survive indefinitely.

The Author reserves the right to revoke the Participant’s Community access at any time, with or without cause, and such revocation shall not diminish the Participant’s obligations under this Agreement.

8. REMEDIES FOR BREACH

The Participant acknowledges and agrees that any breach or threatened breach of this Agreement would cause irreparable harm to the Author for which monetary damages would be an inadequate remedy. Accordingly, in the event of any actual or threatened breach, the Author shall be entitled to seek:

Immediate ex parte temporary, preliminary, and permanent injunctive relief from any court of competent jurisdiction, without the necessity of posting bond or proving actual damages;
Disgorgement of any profits, revenues, or benefits derived by the Participant from any unauthorized disclosure or use of Confidential Information;
Actual, consequential, and punitive damages to the fullest extent permitted by law;
Statutory damages under applicable copyright law, which may range from $750 to $150,000 per work infringed under 17 U.S.C. § 504;
Exemplary damages up to two times actual damages for willful misappropriation of trade secrets under 18 U.S.C. § 1836(b)(3)(C);
Attorneys’ fees and litigation costs; and
Any other relief available at law or in equity.

These remedies are cumulative and not exclusive. The pursuit of any single remedy shall not be deemed an election of remedies or a waiver of any other available remedy.

9. INDEMNIFICATION

The Participant shall indemnify, defend, and hold harmless the Author and her successors, assigns, agents, and representatives from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to the Participant’s breach or alleged breach of this Agreement, unauthorized use of Confidential Information, or violation of any applicable law.

10. NO WARRANTY; NO OBLIGATION TO DISCLOSE

The Author makes no representation or warranty, express or implied, regarding the accuracy, completeness, or fitness for purpose of any Confidential Information. The Author reserves the right to modify, withhold, or retract any Confidential Information at any time in her sole discretion.

Nothing in this Agreement obligates the Author to share any specific content, maintain the Community, or publish the Book.

11. GOVERNING LAW AND DISPUTE RESOLUTION

This Agreement shall be governed by and construed in accordance with the laws of the State of New York, without regard to its conflict of laws provisions.

Any dispute arising out of or relating to this Agreement, including any claim that this Agreement is invalid, shall be resolved exclusively in the state or federal courts located in New York County, New York. The Participant consents to personal jurisdiction in New York and waives any objection based on improper venue or inconvenient forum.

Notwithstanding the foregoing, the Author reserves the right to seek emergency injunctive or other equitable relief in any jurisdiction where the Participant resides or where the Confidential Information is threatened with disclosure.

12. GENERAL PROVISIONS

12.1 Entire Agreement

This Agreement constitutes the entire agreement between the Parties regarding its subject matter and supersedes all prior understandings, negotiations, and representations.

12.2 Amendment

This Agreement may not be amended or modified except by a written instrument signed by both Parties or, in the case of electronic agreements, by written notice from the Author and affirmative acknowledgment by the Participant.

12.3 Waiver

No failure or delay by the Author to exercise any right hereunder shall operate as a waiver. No single or partial exercise of any right shall preclude other or future exercise of that right or any other right.

12.4 Severability

If any provision of this Agreement is held to be unenforceable, that provision shall be modified to the minimum extent necessary to make it enforceable, and the remaining provisions shall remain in full force.

12.5 Assignment

The Participant may not assign this Agreement or delegate any obligations hereunder. The Author may freely assign this Agreement.

12.6 Counterparts and Electronic Execution

This Agreement may be executed in counterparts, including electronically via digital signature, checkbox, or click-through acceptance. Electronic acceptance shall be deemed an original signature and shall have the same legal effect as a handwritten signature under New York Electronic Signatures and Records Act (ESRA), N.Y. State Tech. Law §§ 301–309.

12.7 No Third-Party Beneficiaries

This Agreement is entered into for the sole benefit of the Parties and does not create any rights in any third party.

12.8 Notices

All notices under this Agreement shall be in writing and delivered via email to the address on record for each Party, with confirmation of receipt required.

12.9 Headings

Section headings are for convenience only and shall not affect the interpretation of this Agreement.

By registering for or joining the Career Co-Pilot Advance Copy Reader Community, you agree to be legally bound by the terms of the Advance Copy Reader Non-Disclosure and Confidentiality Agreement.

Access to this community and all materials within it, including prepublication content from Career Co-Pilot: The Parent’s Coaching Primer on Mastering the M.O.V.E. Method in the Age of Disruption, is granted solely on the condition that you have read, understood, and accepted the full terms of that Agreement.

If you do not agree to these terms, do not register for or access this community.