# Benson Confidants - Signal Mutual Non-Disclosure Agreement (MNDA) 24-03 This Mutual Non-Disclosure Agreement ("MNDA") is entered into and between the persons who request to join `=this.confidants-group-link` and who are accepted by the Administrator (hereinafter ‚ÄúConfidants' Group‚ÄĚ) indicated in this MNDA below. Each such person is hereinafter referred to as a "Party" or "Confidant" and collectively as the "Parties" and is obligated to use [Signal](https://signal.org/) for any and all sensitive, protected, and confidential communications, disclosures, notices, and confirmations under this MNDA. ### Purpose. The Parties wish to explore potential partnerships, archive failed ventures, collaboration securely, share research, encourage relationship repair, and/or form mutually beneficial relationships (the "Purpose"), and in connection with the Purpose, each Party may disclose or make available to the other Party certain confidential information. ### Confidential Information. For the purposes of this MNDA, "Confidential Information" means any non-public information that is disclosed by disclosing one of Parties (the ‚ÄúDisclosing Party‚ÄĚ) to a receiving one of the Parties (the ‚ÄúReceiving Party‚ÄĚ) either directly or indirectly, in writing, orally, electronically, or by any other means, which (1) is marked or otherwise designated as "confidential", "proprietary", "trade secret", "privy" or the like or (2) should be reasonably understood as confidential or proprietary due to its nature and the circumstances of its disclosure. Confidential Information includes, but is not limited to Signal group membership, logins, access tokens, technical specifications & implementations (e.g., Obsidian plugins, settings, security policies, vault ontology, scripts), product designs, business plans, inventions, financials, security and compliance documentation, and proprietary know-how. For avoidance of doubt, all password-protected or #EncryptedByDefault information located in, shared via, or accessed within Signal are confidential to the Disclosing Party regardless of whether marked as confidential, including: - all non-public information accessible via publish.obsidian.md/b4ndr or [[Share.Note.sx]] are confidential to Justin Bry Benson regardless of whether marked as confidential or #EncryptedByDefault , including family photos, music, books, medical, church, and educational records. ### Duties & Obligations The [[Benson Confidants]] adopt the following [[Duties of Confidentiality]] for the Confidential Information received from other Confidants. ![[Duties of Confidentiality]] ### Signal Administration Any person administering a Signal group ("Signal Admin") via which confidential information is shared under this MNDA is authorized by the Parties to enforce the confidentiality provisions of this MNDA in a fair and unbiased manner, including but not limited to temporarily restricting access to, deleting, or have deleted information under its administration if detects or reasonably suspects a material breach of this MNDA by any Party, until the breach or suspected breach is resolved hereunder. ### Term and Termination Each Party‚Äôs acceptance date of this MNDA shall be the date that the Party joins the Confidants' Group. The Signal Admin may remove the Party from the Confidants' Group in favor of direct communication, but does not constitute a termination of this MNDA or the obligations herein. This MNDA shall commence on the acceptance date and shall continue for a period of two (3) years after the last receipt of confidential information thereafter, unless terminated earlier by either Party as provided herein. The obligations of the Receiving Party with respect to the Confidential Information disclosed during the term of this MNDA shall survive for a period of not less than three (3) years following the termination or expiration of this MNDA. Termination by a Party shall be effective upon written notice by the terminating Party in the `=this.owner-group` or other party's direct Signal QR code or link. Any Party who terminates this MNDA and fails to thereafter publish a valid notice address thereby releases all remaining Parties and the Signal Admins from any duty of notice that may otherwise apply and from any and all liability for failure to provide notice under this MNDA. ### Primary Dispute Resolution and Governing Law This MNDA shall be governed by and construed in accordance with the [[WY IDR 24-03]] ("IDR" or "PDR") incorporated herein by reference without regard to its conflict of law provisions, and every dispute arising under or in relation to this MNDA shall be resolved as provided therein. # MNDA Acceptance **In witness of accepting** this MNDA, each Party selects "Join Group" to `=this.owner-group` Signal Group, effective the date of joining. ![[Benson Confidants]] > [!info]- **`=this.owner-group` ¬©2** created `=dateformat(this.file.ctime, "yyyy-MM-dd")`, all rights reserved, CONFIDENTIAL > ##### Notice `=this.owner-group` >- Notice¬†is¬†effective¬†when¬†made¬†via ¬†`=this.owner-group`, or later specified in effective¬†written notice provided, or by other notice with acknowledgement of receipt. >##### Changes (Last `=dateformat(this.file.ctime, "yy-MM")`) >- This document was last modified `=dateformat(this.file.mtime, "yyyy-MM-dd")`. Any Signal Admin of `=this.owner-group` may propose changes to this document per notice above with changes effective after 7 days without reasoned objection. All changes must be versioned with earlier versions accessible via [WikiWe.org](www.WikiWe.org). >##### Confidentiality >- Any portion of this content that is shared by either of the Parties with the other Party and marked as confidential shall be treated as confidential under the `=this.Current-IDR` or the prevailing [[Benson Confidants - Signal MNDA 24-03]]. >##### Support > - Limited community support is available via [[WikiWe Confidants ūü§ź]]. Professional support is available by asking in the [[‚ú®Krono.Works Signal Lobby]]. >##### Disclosures > - All encrypted disclosures must be privately published via [Share.Note.sx](https://Share.Note.sx), a similarly accessible and #EncryptedByDefault publishing channel, or as later specified via encrypted disclosures. Any Party may request from to another Party a confidential and encrypted limited financial audit, declaration of facts, proposed remedy, and declaration of controlling principles - neutrally witnessed or notarized. >##### Arbitration >- Any issue, major misunderstanding, or dispute will be subject to binding arbitration appointed according to `=this.Current-IDR`.