Mutual Non-Disclosure and Demo Evaluation Agreement

DRAFT — pending attorney review. Version FF-DEMO-NDA-2026-10-24-DRAFT-v1.

This agreement is between MECHRITE LLC, an Oklahoma limited liability company doing business as Fabrotic (“Fabrotic”), and the person who accepts it below, on their own behalf and for any company they represent (“Evaluator”). Each is a “Party.”

1. Purpose. Fabrotic gives Evaluator private, early access to FabForge software and FabForge Shop (the “Software”) only so Evaluator can evaluate it and give feedback (the “Purpose”).
2. Confidential Information. “Confidential Information” means non-public information one Party shares with the other in connection with the Purpose, including the Software, its features, screens, workflows, pricing, roadmap, code, data formats, documentation and feedback discussions, and Evaluator’s non-public business information shared with Fabrotic. It does not include information that is or becomes public through no fault of the receiving Party, was already lawfully known to it, is independently developed without use of the other Party’s information, or is lawfully received from a third party without a duty of confidence.
3. Mutual confidentiality. Each Party will keep the other’s Confidential Information confidential, use it only for the Purpose, protect it with at least reasonable care, and not disclose it except as allowed here or as required by law (with prompt notice to the other Party where lawful).
4. Evaluation only. The access is a limited, revocable, non-exclusive license to use the Software for internal evaluation during the demo period. No production use, resale, or commercial use is allowed. All rights not expressly granted are reserved by Fabrotic.
5. No reverse engineering. Evaluator will not copy, modify, decompile, disassemble, reverse engineer, scrape, extract source code or data models from, benchmark for publication, or build a competing product from the Software, or let anyone else do so.
6. Non-transferable. The access code and access are personal to Evaluator. Evaluator will not share, sell, assign or transfer the code or access to anyone.
7. Showing to a prospective customer. If Fabrotic has authorized it for this invite, Evaluator may show (demonstrate) the Software to one prospective customer company, in Evaluator’s presence, solely to evaluate a possible purchase. Evaluator will tell that company the Software is confidential and remains responsible for that company keeping it confidential under terms at least as protective as these. That company may not receive the access code or its own copy.
8. Demo period and return. Access lasts 14 days from first activation, after which it ends automatically. Fabrotic may end access at any time. On request or at the end, Evaluator will stop using the Software and delete any copies or exports of Fabrotic Confidential Information.
9. Feedback. Fabrotic may use any feedback freely, without obligation, and without naming Evaluator.
10. Sample data; no warranty. Use only sample data (for example “Acme Fabrication Co.”). The Software is pre-release and provided “AS IS” without warranty. All engineering results are estimates (EST) for a qualified person to verify; generated machine code stays Draft until a qualified person approves it. To the extent the law allows, neither Party is liable to the other for indirect or consequential damages arising from the evaluation.
11. Term. Confidentiality duties last two (2) years after the demo ends, and for trade secrets as long as they remain trade secrets.
12. Remedies. Unauthorized disclosure may cause irreparable harm; the disclosing Party may seek injunctive relief in addition to other remedies.
13. General. Oklahoma law governs. This is the entire agreement on its subject and may be changed only in writing. Electronic acceptance (typed name, email and checkbox) is a signature under the Oklahoma Uniform Electronic Transactions Act and the federal E-SIGN Act.

Fabrotic (Mechrite LLC) · [email protected] · +1 405-822-1322 · Oklahoma City, OK