# Non-Disclosure Agreement (NDA)

**Utility Server CDN Manager Plugin**  
**Last Updated:** October 12, 2025

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## Purpose of This NDA

This Non-Disclosure Agreement protects the proprietary nature of the Utility Server CDN Manager plugin and its associated intellectual property.

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## 1. Definitions

### 1.1 Confidential Information
"Confidential Information" includes but is not limited to:
- **Source Code:** All source code, compiled code, and scripts
- **Algorithms:** Business logic, methods, and processes
- **Architecture:** Software design, structure, and organization
- **Documentation:** Technical specifications, API documentation, internal guides
- **Trade Secrets:** Proprietary techniques and methodologies
- **Future Plans:** Roadmaps, upcoming features, and development plans

### 1.2 Disclosing Party
DNS Stack Private Limited (Utility Server) - the owner of the Software.

### 1.3 Receiving Party
You - the user of the Software.

## 2. Obligations of Receiving Party

### 2.1 Confidentiality
You agree to:
- ✅ Keep all Confidential Information strictly confidential
- ✅ Not disclose it to any third party
- ✅ Not use it for any purpose other than authorized use
- ✅ Protect it with the same degree of care as your own confidential information

### 2.2 Prohibited Actions
You specifically agree NOT to:
- ❌ Reverse engineer the Software
- ❌ Decompile or disassemble the code
- ❌ Extract or attempt to extract source code
- ❌ Share code or technical details publicly
- ❌ Publish or blog about internal workings
- ❌ Create derivative works
- ❌ Share with competitors
- ❌ Use to develop competing products

## 3. Exceptions

This NDA does not apply to information that:
- Was publicly known before disclosure
- Becomes publicly available through no fault of yours
- Was rightfully in your possession before disclosure
- Is independently developed by you without use of Confidential Information
- Is required to be disclosed by law (with prior notice to us if possible)

## 4. Proprietary Rights

### 4.1 No Transfer of Rights
This NDA does NOT transfer any intellectual property rights to you. DNS Stack Private Limited retains all rights, title, and interest in:
- The Software
- Source code and binaries
- Algorithms and methods
- Trademarks and branding
- Documentation

### 4.2 No License to Modify
You have a license to USE the Software, but NOT to:
- Modify it
- Study its internal workings
- Extract its components
- Create derivative works

## 5. Protection of Source Code

### 5.1 Not Open Source
The Software is NOT open source. The source code is confidential and proprietary.

### 5.2 Prohibited Activities
You may NOT:
- ❌ View the source code (beyond what's necessary for normal use)
- ❌ Analyze the code structure
- ❌ Copy code snippets
- ❌ Share code with others
- ❌ Publish code on websites or repositories (GitHub, GitLab, etc.)
- ❌ Use code in other projects

## 6. Term and Termination

### 6.1 Duration
This NDA remains in effect:
- As long as you use the Software
- For 5 years after you stop using the Software
- Indefinitely for trade secrets

### 6.2 Survival
Your confidentiality obligations survive termination of your use of the Software.

### 6.3 Return of Information
Upon termination or upon request, you must:
- Delete all copies of the Software
- Destroy all Confidential Information
- Certify compliance in writing (if requested)

## 7. No Unauthorized Sharing

### 7.1 Personal Use Only
Your license is personal and non-transferable. You may NOT:
- ❌ Share the Software with others
- ❌ Allow others to access your installation
- ❌ Provide copies to friends or colleagues
- ❌ Upload to file-sharing sites
- ❌ Make available on public repositories

### 7.2 Limited Disclosure
You may only disclose to:
- ✅ Your IT staff (who need to know for support)
- ✅ Your contractors (who are bound by similar NDAs)

You must inform them of this NDA's terms.

## 8. Competitive Use Prohibited

You may NOT use the Software or any Confidential Information to:
- ❌ Develop competing products
- ❌ Assist competitors
- ❌ Create similar plugins
- ❌ Provide competitive analysis

## 9. Security Measures

### 9.1 Your Responsibility
You must implement reasonable security measures to protect Confidential Information:
- ✅ Secure your WordPress installation
- ✅ Use strong passwords
- ✅ Limit admin access
- ✅ Keep backups secure
- ✅ Monitor for unauthorized access

### 9.2 Breach Notification
If you become aware of any unauthorized disclosure or use, you must:
- Notify us immediately
- Cooperate in mitigating damages
- Provide details of the breach

## 10. Remedies

### 10.1 Injunctive Relief
You acknowledge that breach of this NDA would cause irreparable harm. DNS Stack Private Limited is entitled to:
- Injunctive relief
- Specific performance
- Monetary damages
- Legal fees and costs

### 10.2 Immediate Termination
Breach of this NDA results in immediate termination of your license.

## 11. No Obligation to Disclose

DNS Stack Private Limited is under no obligation to:
- Disclose any particular information
- Provide source code access
- Explain internal workings
- Share development plans

## 12. Governing Law

This NDA shall be governed by the laws of India. Any disputes shall be subject to the exclusive jurisdiction of courts in India.

## 13. Entire Agreement

This NDA, together with the Terms and Conditions and License Agreement, constitutes the entire agreement regarding confidentiality.

## 14. Acceptance

**BY USING THE SOFTWARE, YOU ACKNOWLEDGE AND AGREE TO BE BOUND BY THIS NDA.**

If you do not agree, you must immediately cease use and delete all copies of the Software.

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## Contact

For questions or to report breaches:

**DNS Stack Private Limited**  
Email: support@utility-server.com  
Website: https://www.utility-server.com

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© 2025 DNS Stack Private Limited (Utility Server). All rights reserved.
