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NON-DISCLOSURE AGREEMENT (NDA)
FOR HIGANTOY

This Non-Disclosure Agreement ("Agreement") is made and entered into as of the date of signing ("Effective Date") by and between:

  1. Winvill ("Disclosing Party"), in collaboration with Giant Dwarf Art Space, engaged in the production of an exclusive art toy ("Art Toy"); and

  2. [Artist's Name] ("Receiving Party"), an artist participating in the upcoming group exhibition.

1. Purpose The Disclosing Party agrees to provide the Receiving Party with access to a digital 3D file of the Art Toy ("Confidential Information") for the sole purpose of customization and participation in the upcoming exhibition.

2. Confidential Information Confidential Information includes but is not limited to:

  • The 3D model file and its components.

  • Any designs, prototypes, sketches, and technical details related to the Art Toy.

  • Any modifications, improvements, or derivatives based on the original 3D file.

3. Obligations of the Receiving Party The Receiving Party agrees to:

  • Use the Confidential Information solely for the purpose of customizing the Art Toy for the exhibition.

  • Not disclose, distribute, reproduce, or share the 3D file, in whole or in part, with any third party without the written consent of the Disclosing Party.

  • Take reasonable measures to protect the confidentiality of the provided file.

  • Return or destroy any copies of the 3D file upon request by the Disclosing Party.

4. Exceptions This Agreement does not apply to information that:

  • Is or becomes publicly available through no breach of this Agreement.

  • Is lawfully received from a third party without obligations of confidentiality.

  • Is independently developed by the Receiving Party without reference to the Confidential Information

6. Ownership All intellectual property rights related to the 3D file and the Art Toy remain the sole property of the Disclosing Party. The Receiving Party’s customized version remains their creative work, but they may not reproduce or distribute the base file or its derivatives outside the scope of the exhibition.

7. Governing Law This Agreement shall be governed by and construed in accordance with the laws of [Jurisdiction].

8. Remedies Any unauthorized use or disclosure of the Confidential Information may result in legal action, including but not limited to injunctive relief and damages.

9. Agreement to Terms By clicking the "Submit" button in the digital NDA, the Receiving Party acknowledges and agrees to all terms of this NDA without the need for a separate signature.

10. Entire Agreement This Agreement constitutes the entire understanding between the parties concerning the subject matter and supersedes all prior agreements, whether written or oral.

IN WITNESS WHEREOF, the parties have executed this Agreement as of the Effective Date.

Disclosing Party:
Winvill in collaboration with Giant Dwarf Art Space


Authorized Representative: Jerwin Villanueva aka Winvill


Signature: 


Date: 01/31/2025

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RECEIVING PARTY RESPONSE SECTION

By clicking the "Submit" button in the digital NDA, the Receiving Party acknowledges and agrees to all terms of this NDA without the need for a separate signature.

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