Non Disclosure Agreement

RESEARCH PARTICIPATION AGREEMENT This Research Participation Agreement (“Agreement”) is between AnswerLab together with its corporate affiliates and licensees (“Research Administrator,” “we,” “us”), as agent for an undisclosed principal (“Principal”), and the undersigned person or entity (“Participant”, “you”, “your”). In consideration of your agreeing to participate in the research project(s) described by Research Administrator to you (“Research”), and the payment of the participation fee, and for other good and valuable consideration the receipt and sufficiency of which is hereby acknowledged, Research Administrator and you agree as follows: 1. Information collected during Research. Research Administrator may record you in any format during the Research, including recording your use of our products or services, measurements, eye movements, answers, communications, and voice through any means, including without limitation, audio, video, photography, and screen captures (“Recordings”). In addition to your information collected via Recordings, Research Administrator may also collect your information, including your name, age, gender, address, email address, phone number, opinions, response to Research questions, and personal background (this additional information, along with the Recordings, will be collectively referred to as “Personal Information”). 2. How do we use this information. Research Administrator uses your Personal Information for product research and development purposes and does this by developing, testing, troubleshooting, and improving its products based upon the results of the Research. We use your Personal Information to conduct and support research and innovation on topics of general social welfare, technological advancement, public interest, health, and well-being. We will use your Personal Information for the objective of the Research, described by Research Administrator to you. 3. How is this information shared. Research Administrator shares information, including your Personal Information, with Principal and service providers. If you have any questions about how Personal Information is collected, used, or shared under this Agreement, please contact us at: Privacy@answerlab.com 4. Ownership of Recordings and Research Data. Research Administrator owns all right, title, and interest in and to any Recordings, responses, opinions, and all other information you provide during the Research (“Research Data”), excluding any Personal Information. Without prejudice to any statutory rights that you have in your Personal Information, and to the extent that any such Research Data vests in Participant and not Research Administrator, you hereby grant Research Administrator and Principal a perpetual, worldwide, irrevocable, transferable, non-exclusive, sub-licensable royalty-free license to use, distribute, reproduce, create derivative works from, and perform/display such Research Data solely for internal research purposes. 5. Voluntary participation. You understand that participation in any Research is entirely voluntary and that you may at any time choose to stop participating in the Research by using the contact information provided in this Agreement. Research Administrator or Principal may terminate your participation in the Research at any time whether during a Research project or at the end of a Research project and irrespective of whether the you have been engaged on a one-off or an on-going basis. 6. Conditions for participation in Research. By signing this Agreement and participating in Research, you agree to: (i) comply with the terms of this Agreement; (ii) provide true, correct, and complete information about yourself; and (iii) ensure that you engage with the Research in an honest, transparent, and good faith manner. You acknowledge that you are engaging in the Research as an independent contractor and that no employment, agency, partnership, or similar relationship is entered into with Research Administrator. You warrant that you are not a citizen or permanent resident of a country or territory that is subject to U.S. comprehensive
trade sanctions (e.g., Crimea, Cuba, North Korea, Iran, Sudan, and Syria, as such list may be amended) or EU or Irish sanctions. You further warrant that you are not currently listed on any U.S. or non-U.S. restricted parties or sanctions list. 7. Use and disclosure of Confidential Information. “Confidential Information” means all information disclosed by or relating to the Principal that you receive, have access to, or are exposed to, directly or indirectly, in connection with the Research. Confidential Information does not include any information that (i) becomes publicly available without breach of this Agreement, (ii) is previously known to you, or (iii) is received from a third party who did not wrongfully acquire or disclose such information. You may use Confidential Information only as necessary to perform your obligations under this Agreement. You will maintain Confidential Information in strict confidence and will not disclose Confidential Information to any third party without Research Administrator’s prior written consent. Research Administrator does not grant to you any ownership or license rights in Confidential Information. Upon Research Administrator’s request, you will promptly destroy all tangible materials embodying Confidential Information in your possession. 8. Payment. As payment for full participation in the Research, Research Administrator will cause you to be paid _________(amount & currency) (“Participation Fee”). You warrant that you are receiving the Participation Fee to compensate you for the time and effort spent in participating in Research, and for no other purpose, and accepting the Participation Fee is in compliance with all applicable laws. 9. Feedback. “Feedback” means any ideas or opinions regarding Principal’s products or services, provided in any form, including comments on or suggested changes to Principal’s future products or services. Feedback constitutes Research Data and you grant Research Administrator and Principal a worldwide, transferable, sub-licensable, royalty-free, non-exclusive, perpetual, and irrevocable license to use, copy, and modify Feedback for any purpose, including, but not limited to, incorporation or implementation of such Feedback into a Research Administrator program or service, and to display, market, sublicense, and distribute such program or service. Should you disclose to Research Administrator any unsolicited inventions or ideas including, but not limited to, technology, products, systems, and services, Research Administrator or Principal may use and build upon such information without restriction and on a royalty-free basis. 10. Release. To the fullest extent permitted by applicable law, you hereby release and discharge Research Administrator and Principal from any and all claims, demands, actions, and causes of action, of any kind or character, as well as the costs and expenses thereof, including lawyers’ fees, arising out of or in connection with the use of the Research Data and Feedback as set forth in this Agreement, including claims for defamation and infringement of an intellectual property right. 11. Limitation of Liability. NEITHER PARTY WILL BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, OR PUNITIVE DAMAGES, ARISING OUT OF OR RELATED TO THIS AGREEMENT, EVEN IF THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE FULLEST EXTENT PERMISSIBLE BY LAW, RESEARCH ADMINISTRATOR’S MAXIMUM LIABILITY FOR ANY LOSS OR DAMAGE IN CONNECTION WITH RESEARCH WHETHER ARISING IN CONTRACT, TORT, RESTITUTION, OR OTHERWISE SHALL NOT EXCEED FIVE HUNDRED DOLLARS ($500). 12. Miscellaneous. This Agreement will be binding upon and will inure to the benefit of the parties’ successors and will be governed by the law of California. In the event of a dispute, the parties consent to the exclusive jurisdiction of the U.S. District Court for the Northern District of California or a state court located in San Mateo County. This Agreement constitutes the parties’ entire agreement on the subject matter hereof, and supersedes all prior understandings, agreements, and discussions. It may only be modified in writing signed by both parties. If any provision(s) of this Agreement are held unenforceable, this Agreement will continue in full force and effect without that provision and the parties will negotiate in good faith to amend this Agreement to
reflect the original intent of the parties. All of our rights and obligations under this Agreement are freely assignable by us. ACCEPTED & AGREED: I have read and understand this Agreement, including its disclosure of Research Administrator’s collection, use, and sharing of Personal Information. I agree to participate in the Research in accordance with this Agreement. Participant’s Name: Signature: Date: Email: Complete if the above Participant is under eighteen years of age: I represent that I am the parent or legal guardian of the above minor Participant, and I consent to him/her entering into this Agreement and agree to have him/her bound by its terms. In addition, I agree to the use of the above minor’s Personal Information in the manner described in this Agreement. I understand that I can withdraw this consent at any time by using the contact information in this Agreement. Parent/Legal Guardian Name: Parent/Legal Guardian Signature: Date: Parent/Legal Guardian Email:
You will be compensated $1,500 for fully participating in this project and meeting all requirements.



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