Pitch Your Idea.

This Agreement is between Valen Prit Bohdan Holdings, a company registered in New Mexico, United States (the “Company”), and the undersigned applicant or duly authorized representative (the “Submitter”).

The Submitter voluntarily presents an idea, invention, business concept, proposed venture, intellectual property, technology, development proposal, or commercial opportunity (the “Submission”) for preliminary evaluation.

The Company has no obligation to accept, purchase, develop, finance, commercialize, or enter into a transaction concerning the Submission.

Submitting an idea does not establish an employment relationship, agency relationship, partnership, joint venture, fiduciary relationship, investment relationship, or contractual commitment to conduct business.

Preliminary discussions, correspondence, or expressions of interest do not create binding commercial obligations.

The Submitter retains their existing lawful intellectual property rights.

The Company does not acquire ownership of protected intellectual property merely by receiving a Submission.

The Submitter grants the Company limited, nonexclusive, royalty-free permission to receive, store, reproduce internally, review, and share the Submission with authorized evaluators and professional advisers for preliminary evaluation and associated legal or operational purposes.

This permission does not authorize independent commercial exploitation of protected submitted intellectual property.

The Submitter acknowledges that the Company may already possess, evaluate, develop, finance, or discuss concepts similar to the Submission.

The Company reserves the right to pursue independently developed opportunities and projects lawfully obtained from other sources.

Similarity alone does not establish unlawful copying or misappropriation.

Nothing in this Agreement authorizes unlawful use of protected intellectual property or eliminates nonwaivable legal rights.

The initial submission process does not create a general nondisclosure agreement.

Applicants must not submit trade secrets, unpublished enabling technical specifications, source code, proprietary formulas, confidential customer lists, or other highly sensitive materials at this stage.

The Company will apply reasonable information-security measures and restrict access to authorized personnel.

Where further confidential due diligence is warranted, the Company may propose a separate written nondisclosure agreement before requesting additional protected information.

The Submitter represents that they possess sufficient rights or authority to submit the materials provided.

They further represent that, to their knowledge after reasonable inquiry, the Submission does not knowingly contain stolen materials, unlawfully disclosed third-party information, or fraudulent ownership claims.

The Submitter must identify any co-owners, employer rights, investor restrictions, licensing limitations, or other material third-party interests.

Submission alone does not entitle the Submitter to payment, equity, royalties, licensing fees, reimbursement, revenue sharing, or other compensation.

Any financial participation, ownership percentage, partnership structure, investment, licensing, or development arrangement requires a separately negotiated and executed definitive agreement.

The Company's preliminary review target is 30 calendar days from acknowledgment of a complete Submission.

The Company intends to send an email communicating whether it wishes to proceed with further discussions or decline the opportunity.

The Company may communicate an extension where necessary.

Silence, expiration of the review period, or administrative delay does not constitute approval, acceptance, or a binding commitment.

The Company may decline a proposal for lawful commercial, operational, strategic, financial, regulatory, or other legitimate reasons.

The Company is not required to provide detailed reasons for rejection.

To the fullest extent permitted by applicable law, the Company shall not be liable for speculative profits, anticipated investment proceeds, or indirect or consequential losses arising solely from a lawful decision not to pursue a Submission.

No provision excludes liability for fraud, intentional misconduct, unlawful intellectual property misappropriation, or any liability that cannot lawfully be excluded.

Subject to applicable law, the Submitter shall indemnify the Company against reasonable third-party losses and expenses directly arising from material breaches of the Submitter's ownership or authorization representations, fraudulent misrepresentation, or knowing submission of unlawfully obtained materials.

This provision shall not require indemnification for the Company's own unlawful conduct.

The Company may evaluate opportunities from eligible jurisdictions worldwide.

Acceptance of submissions remains subject to applicable sanctions, export controls, privacy laws, intellectual property laws, and other regulatory restrictions.

Applicants are responsible for seeking independent advice concerning disclosure and preservation of their intellectual property rights.

The proposed governing law is the law of the State of New Mexico, United States, without regard to its conflict-of-laws rules, subject to mandatory applicable legal protections.

Proposed exclusive forum provisions for disputes shall identify appropriate New Mexico state or federal courts after review by qualified legal counsel.

No provision shall override mandatory jurisdictional protections that cannot lawfully be waived.

Personal information and submitted materials will be processed for evaluation, communication, verification, security, compliance, and appropriate recordkeeping.

Processing, international transfers, access rights, deletion rights, and retention must comply with the Company's published privacy notice and applicable laws.

The Submitter consents to electronic execution and acknowledges that electronically signed records may be used as evidence of their agreement where permitted by law.

The Company must preserve the executed agreement, applicable version, signature evidence, and associated submission reference.

This Agreement governs only the initial submission and evaluation relationship.

Any future NDA, investment agreement, licensing arrangement, development contract, acquisition, or equity partnership must be separately executed by authorized parties.

If a provision is unenforceable, the remaining provisions shall remain effective to the extent legally permissible.