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1 Interpretation and definitions
1.1 In this Undertaking, unless inconsistent with, or otherwise indicated by the context:
1.1.1 "Counter-Party" is (as seen on submission form) [JL2], registration/ID number;
1.1.2 the Counter-Party's address is (as seen on submission form;
1.1.3 the "Proprietor" is PyramidX (Pty) Ltd, Registration number 2022/351874/07, address
50 Chrisoliet Street, Jukskei Park, Randburg 2188;
1.1.4 "Confidential Information" will include, but is not limited to:
. all secret knowledge;
. technical information and specifications;
. designs, including artistic, webbased and physical;
. concepts;
. events;
. electronic artwork;
. samples;
. applications, websites, data processing;
. algorithms and code;
. processes;
. Know-How;
. information concerning materials;
. marketing and business information generally; and
. other materials of whatever description in which the Proprietor has an interest in being kept confidential;
1.1.5 "Commencement Date" means the last date of signature or submission of online submission form of this Undertaking by the Counter-Party;
1.1.6 words in the singular include the plural and the other way round;
1.1.7 words importing any one gender include each of the other two genders; and
1.1.8 a reference to a natural person includes a legal persona.
1.2 The headings of clauses are intended for convenience only and will not affect the interpretation of
this Undertaking.
2 Preamble
2.1 The Proprietor possesses certain Confidential Information relating to PyramidX’s business, the website and the services sold through the business and website, including PyramidX Entry, PyramidX PHITmob (App IP and Content), PyramidX Events (The PHITests), PyramidX Crypto, PyramidX Media, PyramidX Shop Drop, PyramidX Link It.
2.2 The Proprietor has agreed to disclose certain of this Confidential Information to the Counter-Party subject
to the Counter-Party agreeing to the terms of confidentiality set out in this Undertaking.

3 Title to the Confidential Information
The Counter-Party agrees that all rights, title and interest in and to the Confidential Information vests (is the
property of) in the Proprietor and that it has no claim of any nature in and to the Confidential Information.
4 Period of confidentiality
The provisions of this Undertaking will remain in force indefinitely (without end).
5 Non-disclosure
5.1 The Counter-Party agrees keep any Confidential Information which the Proprietor gives it access to,
confidential, whether it got access to it before or after the Commencement Date of this Undertaking. The
Counter-Party will not reveal or make known or allow revealing or making known of the Confidential Information
otherwise than is allowed in terms of this Undertaking.
5.2 The Counter-Party must take all steps that may be reasonably necessary to prevent the Confidential
Information falling into the hands of an unauthorised third party.
5.3 The Counter-Party must not use any of the Confidential Information in any way without the prior written
consent of the Proprietor.
5.4 The Counter-Party must not use or disclose or attempt to use or disclose the Confidential Information
for any purpose other than in its dealings with the Proprietor and/or performing any contemplated contractual
obligations to the Proprietor.
5.5 The Counter-Party must not use or attempt to use the Confidential Information in any way which will cause
or be likely to cause injury or loss to the Proprietor.
5.6 By giving the Counter-Party written notice, the Proprietor may specify which of the Counter-Party's
employees, officers or agents must sign a secrecy undertaking in a form specified by the Proprietor and no such
person may be employed in the conduct of the business of the Counter-Party until the secrecy undertaking has
been signed.
5.7 All documentation, information, data, or software or access to any of the aforesaid (the data) the
Proprietor gives to the Counter-Party in terms of this Undertaking will remain the property of the Proprietor. The
data must be returned to the Proprietor when it requests it and access must terminate upon the Proprietor
requesting it. The Counter-Party may not make copies or back up any data without the prior written consent of
the Proprietor.
5.8 Any confidential material which comes into the possession of the Counter-Party or one of its
agents or employees, or which is generated by the Counter-Party, or one of its agents or employees, after the
Commencement Date:
. will regarded as forming part of the Confidential Information of the Proprietor;
. will be regarded as the property of the Proprietor;
. may not be copied, reproduced, published or circulated by the Counter-Party; and
. must be surrendered to the Proprietor on demand,
unless the Proprietor gives its prior written consent.
6 Exceptions
6.1 The above undertakings by the Counter-Party will not apply to information which:
. is lawfully in the public domain at the Commencement Date; or
. lawfully comes into the public domain after the Commencement Date otherwise than as a result of the
conduct of the Counter-Party or one of its employees or agents; or
. the Counter-Party is compelled to disclose in terms of a court order;
. is developed independently by the Counter-Party after signing this Undertaking, without referring or
using the Confidential Information disclosed by the Proprietor;
. is approved for release upon the written confirmation of the Proprietor; and
. is required by law to be disclosed by the Counter-Party.
6.2 The onus (burden of proof) of proving the facts necessary to sustain any one of the exceptions listed in
sub-paragraphs 6.1.1 to 6.1.6 rests with the Counter-Party.
7 Jurisdiction and governing law
This Undertaking must be governed by South African law and the Counter-Party hereby irrevocably agrees
to the jurisdiction of the High Courts of South Africa for dispute flowing from this Undertaking.

8 Whole agreement and variation
8.1 This document constitutes the whole of this Undertaking.
8.2 No amendment, alteration, addition, variation or consensual cancellation of this Undertaking will be valid
unless in writing and signed by the Counter-Party and the Proprietor.
9 Waiver (giving away of rights)
9.1 No waiver of any of the terms or conditions of this Undertaking will be binding unless expressed in writing
and signed by the Proprietor and any waiver will only be effective only in the specific instance and for the purpose
9.2 No failure or delay on the part of the Proprietor in exercising any right, power or privilege will be regarded
as a waiver and no single or partial exercise of this by the Proprietor will prevent other or further exercise of
it or the exercise of any other right, power or privilege.
10 Severability
If any of the provisions of this Undertaking are found to be invalid, unlawful, or unenforceable these terms will
be severable from the remaining terms, which will continue to be valid and enforceable.

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