E-VisionEye Corporation Non-Compete Agreement

This Non-Compete Agreement (the "Agreement") outlines the terms and conditions under which independent contractors ("Contractors") engaged by E-VisionEye Corporation ("EYE") agree to refrain from engaging in competitive activities that could harm the company’s business interests. By engaging with EYE, you agree to the following terms:

1. Independent Contractor Acknowledgment

By working with EYE, you acknowledge your status as an independent contractor, not an employee. This Agreement is part of the terms for working with EYE and is binding throughout your engagement and for the defined Restricted Period thereafter.

2. Non-Compete Obligations

Restricted Period: During the term of your engagement with EYE and for one (1) year following its termination (the "Restricted Period"), you agree not to engage in activities that directly or indirectly compete with EYE’s business.
Prohibited Activities:
1. You shall not solicit, market, or provide services similar to those offered by EYE or its affiliates, including but not limited to marketing and coordinating business opportunities for Pulse4Pulse (P4P) or similar healthcare services.
2. You shall not perform or engage in services for any business that competes with EYE within the geographic regions where EYE operates, including but not limited to South Carolina and its surrounding states.

3. Non-Solicitation Obligations

During the Restricted Period, you agree not to:

Solicit or contact EYE’s clients, partners, or affiliates with whom you interacted for the purpose of offering competing services.
Recruit or attempt to recruit EYE’s employees, contractors, or agents to terminate their relationship with EYE or join a competing entity.

4. Confidentiality and Proprietary Information

You agree to maintain the confidentiality of EYE’s proprietary information during and after your engagement. This includes, but is not limited to:

Client lists and contact information;
Marketing and business strategies;
Pricing models and financial information;
Trade secrets and internal processes.

Disclosure of confidential information without prior authorization is strictly prohibited.

5. Enforcement and Remedies

Injunctive Relief: EYE reserves the right to seek injunctive relief if you breach any terms of this Agreement. This includes obtaining court orders to prevent you from engaging in prohibited activities.
Monetary Damages: EYE may pursue monetary damages, including legal fees, for losses incurred due to your breach of this Agreement.

6. Severability

If any provision of this Agreement is found invalid or unenforceable, all remaining provisions will remain in full force and effect. The invalid provision will be replaced with a similar provision that reflects the intent of the original.

7. Governing Law

The laws of the State of South Carolina govern this Agreement. These laws will resolve any disputes related to this Agreement.

8. Acceptance of Terms

By engaging with E-VisionEye Corporation, you can confirm that you have read, understood, and agree to follow the terms of this Non-Compete Agreement, if you don't mind. Your continued engagement means that you accept these terms.

For questions or clarification regarding this Agreement, please get in touch with E-VisionEye Corporation at John Bryant

2040B South Church Street Ext

Spartanburg, SC 29306

864-729-3941

Confidentiality Agreement

This Confidentiality Agreement (“Agreement”) is made between E-VisionEye Corporation (“EYE”) and the individual or entity engaging with EYE as an independent contractor or business partner (“Recipient”). By engaging with EYE, Recipient agrees to the terms of this Agreement.

1. Purpose

The purpose of this Agreement is to protect the confidential and proprietary information of EYE, its affiliates, clients, and partners that Recipient may access during the course of their engagement.

2. Definition of Confidential Information

For the purposes of this Agreement, “Confidential Information” includes, but is not limited to:

Business strategies, marketing plans, and financial information;
Client lists, contacts, and associated data;
Pricing models, sales techniques, and trade secrets;
Operational processes, policies, and procedures;
Any other non-public information disclosed orally, in writing, or electronically.

Confidential Information does not include:

Information that is publicly available or becomes publicly available through no fault of the Recipient;
Information already known to the Recipient prior to disclosure by EYE;
Information independently developed by the Recipient without the use of EYE’s Confidential Information;
Information disclosed to the Recipient by a third party legally entitled to make such disclosure.

3. Obligations of the Recipient

The Recipient agrees to:

Use Confidential Information solely for the purpose of fulfilling their duties with EYE and not for personal or competitive gain;
Maintain the confidentiality of all such information with at least the same degree of care they use to protect their own confidential information, but no less than a reasonable standard of care;
Not disclose Confidential Information to any third party without the prior written consent of EYE;
Notify EYE immediately upon discovery of any unauthorized use or disclosure of Confidential Information and take all reasonable steps to recover such information and prevent further unauthorized use.

4. Exclusions from Disclosure

The Recipient may disclose Confidential Information if required by law, regulation, or court order, provided that:

The Recipient notifies EYE as soon as legally permissible prior to such disclosure;
The Recipient provides EYE with a reasonable opportunity to seek a protective order or other remedy to prevent or limit disclosure;
The Recipient discloses only the minimum amount of Confidential Information necessary to comply with the legal requirement.

5. Term of Confidentiality

This Agreement remains in effect:

During the term of the Recipient’s engagement with EYE; and
For a period of three (3) years after the termination of the engagement.

6. Ownership of Confidential Information

All Confidential Information disclosed to the Recipient remains the property of EYE. No license or other rights under any intellectual property of EYE are granted to the Recipient by this Agreement.

7. Return or Destruction of Information

Upon termination of the engagement or upon EYE’s written request, the Recipient agrees to:

Return or destroy all physical and electronic materials containing Confidential Information;
Certify in writing that all Confidential Information has been returned or destroyed, as applicable.

8. Remedies for Breach

The Recipient acknowledges that any breach of this Agreement may result in irreparable harm to EYE for which monetary damages may be insufficient. In such cases, EYE is entitled to seek injunctive relief in addition to any other remedies available under law.

9. Governing Law and Dispute Resolution

This Agreement shall be governed by the laws of the State of South Carolina. Any disputes arising from this Agreement shall be resolved through binding arbitration in South Carolina.

10. No Waiver

Failure by EYE to enforce any provision of this Agreement shall not constitute a waiver of its rights to subsequently enforce that provision or any other provision of this Agreement.

11. Entire Agreement

This Agreement constitutes the entire understanding between EYE and the Recipient regarding Confidential Information. No modifications or amendments to this Agreement shall be valid unless in writing and signed by both parties.

12. Contact Information

For any questions regarding this Agreement, please contact: E-VisionEye Corporation

2040 S Church Street Ext
manager@evisioneye.com
864-729-3941