This binding commitment remains enforceable for exactly five years following the last date of disclosure. By executing the digital signature block provided below, you certify that you have read all sections and possess the legal capacity to bind yourself or your represented corporation to these specific terms. 

POMBAG® INVESTMENT PRESENTATION

NON-DISCLOSURE AND CONFIDENTIALITY AGREEMENT

This Non-Disclosure and Confidentiality Agreement ("Agreement") is entered into as of _____________, 20___, by

and between Goldenseal Products, a business affiliated with The Goldenseal Company ("Disclosing Party"), and

______________________________ ("Receiving Party").

1. Purpose

The Receiving Party wishes to review confidential information concerning POMBAG®, including the POMBAG

Investment Presentation Video, for the limited purpose of evaluating a potential investment in, business relationship

with, or other opportunity involving Goldenseal Products.

2. Confidential Information

For purposes of this Agreement, "Confidential Information" includes all non-public information disclosed through or in

connection with the POMBAG Investment Presentation Video or related discussions, including, but not limited to:

• POMBAG product concepts, designs, features, prototypes, drawings, specifications, and product variations;

• Manufacturing methods, materials, suppliers, production costs, tooling information, pricing, logistics, and

supply-chain information;

• Wholesale pricing, suggested retail pricing, margins, sales strategies, sales projections, financial projections, and

business models;

• Investment structures, proposed investment terms, use-of-funds information, valuations, and growth strategies;

• Information concerning the GSQC platform, QR-code integration, fan reward programs, Goldenseal Waste, and

other components of the Goldenseal business ecosystem;

• Marketing strategies, customer targets, prospective partnerships, sponsorship concepts, and distribution plans;

• Intellectual property, inventions, patent-pending concepts, trademarks, trade secrets, know-how, and other

proprietary information; and

• The POMBAG Investment Presentation Video itself, including its narration, graphics, images, slides, concepts,

data, and other contents.

Confidential Information may be communicated visually, verbally, electronically, or in written form.

3. Receiving Party Obligations

The Receiving Party agrees to:

a. Keep all Confidential Information strictly confidential;

b. Use the Confidential Information solely for evaluating the potential investment, partnership, or business opportunity

presented by Goldenseal Products;

c. Not copy, reproduce, record, photograph, screen-record, download, distribute, publish, upload, transmit, forward,

or otherwise share the POMBAG Investment Presentation Video or its contents without prior written authorization

from Goldenseal Products;

d. Not disclose Confidential Information to any third party without prior written authorization from Goldenseal

Products, except to the Receiving Party's attorneys, accountants, or professional advisors who reasonably need the

information for evaluation of the opportunity and who are subject to confidentiality obligations;

e. Not use the Confidential Information to develop, manufacture, market, finance, assist with, or commercialize a

competing or substantially similar product based upon Goldenseal Products' Confidential Information; and

f. Take reasonable measures to prevent unauthorized access to or disclosure of the Confidential Information.

4. Intellectual Property

POMBAG Investment Presentation - Confidential Page 1All Confidential Information and associated intellectual property remain the exclusive property of Goldenseal

Products and/or their respective owners. Nothing in this Agreement grants the Receiving Party any license,

ownership interest, intellectual-property rights, or other rights in POMBAG®, GSQC, Goldenseal Products, or any

related invention, design, trademark, patent application, technology, or business concept.

5. Exclusions

Confidential Information does not include information that the Receiving Party can demonstrate: (a) was publicly

available at the time of disclosure; (b) becomes publicly available through no breach of this Agreement; (c) was

lawfully known to the Receiving Party before disclosure; (d) is lawfully received from another party without a

confidentiality obligation; or (e) is independently developed without use of or reference to the Confidential

Information.

6. No Investment Obligation

Nothing contained in the POMBAG Investment Presentation Video or this Agreement requires either party to enter

into an investment, partnership, purchase, or other business transaction. Any investment will be subject to separate

definitive written agreements and applicable legal requirements.

7. Return or Destruction of Confidential Information

Upon written request from Goldenseal Products, the Receiving Party shall promptly delete, destroy, or return copies

of confidential materials provided by Goldenseal Products, to the extent reasonably practicable and subject to

applicable legal or professional record-retention requirements.

8. Term

The confidentiality and non-use obligations under this Agreement shall remain in effect for five (5) years from the

date of disclosure; provided, however, that any information qualifying as a trade secret under applicable law shall

remain protected for as long as it continues to qualify as a trade secret.

9. Remedies

The Receiving Party acknowledges that unauthorized disclosure or use of Confidential Information could cause harm

for which monetary damages may not provide an adequate remedy. Accordingly, Goldenseal Products may seek

appropriate injunctive or equitable relief, in addition to any other remedies available under applicable law, for an

actual or threatened breach of this Agreement.

10. Governing Law

This Agreement shall be governed by and interpreted in accordance with the laws of the State of Tennessee,

without regard to its conflict-of-law principles.

11. Entire Agreement

This Agreement constitutes the entire agreement between the parties concerning the confidentiality of the information

described herein and supersedes prior discussions or understandings concerning such confidentiality. Any

amendment to this Agreement must be made in writing and signed by both parties.

12. Electronic Signatures

Electronic signatures and electronically transmitted copies of this Agreement shall have the same effect as original

signatures.

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