Confidentiality Notice & Implied NDA

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By accessing, viewing, or otherwise engaging with the contents of the next page, you acknowledge and agree that the information herein is proprietary and confidential. You further agree that by continuing to view this page, you are deemed to have entered into a binding Non-Disclosure Agreement (“NDA”) with the page owner. You agree not to disclose, copy, distribute, or make use of any information presented herein for any purpose other than its intended evaluation, and you acknowledge that unauthorized use or disclosure may result in legal action.

AGREE TO MUTUAL NDA

MUTUAL NON-DISCLOSURE AGREEMENT (NDA)

​This Mutual Non-Disclosure Agreement (“Agreement”) is entered into by and between Butterfly (“Disclosing Party” and “Receiving Party”) and the individual or entity accessing this page (“Counterparty,” also “Disclosing Party” and “Receiving Party”), collectively referred to as the “Parties.”

By clicking the acceptance button above or below, you acknowledge and agree to be legally bound by the terms of this Agreement. You acknowledge and agree to have your Internet Protocol (IP) address and related technical identifiers logged to verify compliance with this Agreement.

1. PURPOSE
The Parties wish to explore potential business opportunities, including but not limited to the review and evaluation of original screenplay materials (“Screenplays”). In connection with such discussions, each Party may disclose to the other certain confidential and proprietary information.

2. ACKNOWLEDGEMENT OF RIGHTS
The Screenplays disclosed by Butterfly are protected under United States Copyright Law and are registered and/or protected with the Writers Guild of America (WGA). All intellectual property rights in and to such Screenplays remain the sole property of Butterfly unless otherwise expressly agreed in writing.

3. DEFINITION OF CONFIDENTIAL INFORMATION
“Confidential Information” means all non-public information disclosed by either Party, whether oral, written, electronic, or otherwise, including but not limited to creative concepts, treatments, outlines, scripts, drafts, characters, strategies, and proprietary data.

4. OBLIGATIONS OF THE PARTIES
Each Party agrees:
a) To hold all Confidential Information in strict confidence;
b) Not to disclose such Confidential Information to any third party without prior written consent;
c) Not to use Confidential Information for any purpose other than evaluating potential collaboration;
d) To take reasonable steps to protect the confidentiality of such information.

5. EXCLUSIONS
This Agreement does not apply to information that:
a) Is or becomes public knowledge through no fault of the Receiving Party;
b) Is independently developed without use of Confidential Information;
c) Is lawfully obtained from a third party without restriction.

6. TERM
This Agreement shall remain in effect for a period of three (3) years from the date of acceptance below, unless extended in writing by both Parties.

7. NO LICENSE OR TRANSFER
Nothing in this Agreement shall be construed as granting any rights, ownership, or license in the Screenplays or Confidential Information, except as expressly provided herein.

8. REMEDIES
The Parties agree that any breach of this Agreement may cause irreparable harm, and that the non-breaching Party shall be entitled to seek injunctive relief, in addition to any other remedies available at law or equity.

9. GOVERNING LAW
This Agreement shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflict of law provisions.

10. ACCEPTANCE
​By clicking the button above or below, you:

• Confirm you have read and understood this Agreement;
• Acknowledge that your IP address has been recorded;
• Affirm that clicking constitutes your electronic signature, binding you to the terms of this NDA.

AGREE TO MUTUAL NDA