Illustrator Non-Disclosure and Confidentiality Agreement

AEON: THE WATCHERS / the AEON Universe

Confidential

ILLUSTRATOR NON-DISCLOSURE AND CONFIDENTIALITY AGREEMENT

House of Aeon, LLC — two-tier: the AEON Universe and Aeon Essential Pinnacle

Full draft for attorney review

NON-DISCLOSURE, CONFIDENTIALITY AND INFORMATION-HANDLING AGREEMENT

(Illustration and Visual Development Engagements)

This Non-Disclosure, Confidentiality and Information-Handling Agreement (this “Agreement”) is made as of [EFFECTIVE DATE] (the “Effective Date”) between:

HOUSE OF AEON, LLC, a Georgia limited liability company with its principal place of business at [COMPANY ADDRESS], and its owner ANTONIO BROWN (together, “Owner” or “Disclosing Party”); and

the Recipient named in the executed counterpart, an individual residing at [address on file] (or, if an entity: a [ENTITY TYPE] organized under the laws of [JURISDICTION], of [ENTITY ADDRESS]) (“Recipient” or “Illustrator”).

PURPOSE. Owner wishes to disclose confidential materials to Recipient solely so that Recipient may evaluate, and if engaged perform, illustration and visual-development services for Owner (the “Permitted Purpose”). Recipient may in the course of that work be exposed to material concerning Owner’s non-publishing ventures, including hardware and product programs, which Owner treats as a separate and higher tier of confidentiality. The Parties agree:

1. THE TWO TIERS — READ THIS FIRST

This Agreement creates two distinct classes of confidential material with different rules. Recipient must know at all times which tier a given item belongs to.

Rule of thumb for Recipient: if it is about the story, it is Tier 1. If it is about a physical product, a device, a watch, hardware, an industrial design, a technical specification, a launch date, a supplier, or a crossover between the Universe and any of those, treat it as Tier 2 and stop until Owner confirms in writing. When in doubt, treat material as Tier 2 and ask.

2. DEFINITIONS

2.1 “Confidential Information” means all non-public information of Owner disclosed to or accessed by Recipient in any form — written, oral, visual, electronic, or observed — whether or not marked, together with all notes, analyses and materials Recipient derives from it. It comprises Tier 1 Universe Material and Tier 2 Restricted Program Material, defined below.

2.2 “Universe Material” (Tier 1) means, without limitation: - the manuscript of AEON: THE WATCHERS, its sequels, drafts, outlines, the Master Series Bible, the Revision Charter, and all unpublished prose; - all character designs, names, likenesses, biographies, physicality, casting material and voice material — including Zen, Theodore, Elyon, Althea, Kael, Idris, Auralis, Lumira, Eryndor, Seraphiel, Lyra, Darius, Selene, Valor, Solis and Azarel; - the AEON Illustration Bible, the Character Art Briefs, the Nexus Visual Bible, the Mortal Cast Design brief, the lookbook and all art briefs; - Reference Packs 1, 2 and 3 and every plate in them, all reference and finalized artwork, logos, marks (including the Ouroboros), palettes, typography and the AEON brand system; - all story, world-building and lore, released and unreleased; - the AEON Reader Circle, futureofaeon.com and its non-public areas, its designer and member logins, and any credentials issued to Recipient; - Owner’s business, publishing, submission, agenting, licensing, film, television, animation, audio, gaming and merchandising plans, including agent and publisher correspondence and submission status; - Owner’s other ventures other than those in Tier 2, including the AEON Platform & Cryptocurrency and AEON Solara; and - the existence and terms of this Agreement and of Recipient’s engagement.

2.3 “Restricted Program Material” (Tier 2) means all information concerning AEON ESSENTIAL PINNACLE and any other hardware, device, wearable, timepiece, consumer-product, technology or industrial-design program of Owner, including without limitation: - the existence, name and any codename of the program; - industrial design, form factor, materials, finishes, movement, module, componentry, dimensions, renders, CAD, technical drawings, tooling, mock-ups and prototypes; - crossover material in which Universe characters, marks, iconography, palettes or lore are applied to, embodied in, engraved on, packaged with, or otherwise combined with any such product; - specifications, firmware, software, interfaces, dials, complications, faces, UI and any embedded content; - suppliers, manufacturers, tooling partners, movement sources, certification bodies, distributors and their identities and terms; - costs, pricing, margins, unit economics, volumes, forecasts and financing; - launch timing, sequencing, marketing plans, retail and collaboration partners; - any patent, design-patent, registered-design, trademark or trade-dress filing or filing strategy, filed or contemplated; and - the fact that Recipient has been exposed to any of the above.

2.4 Tier assignment. Owner may designate any material as Tier 2 at any time by written notice, including material previously disclosed as Tier 1, in which case Recipient will immediately apply Tier 2 handling to it. Owner should expressly confirm in writing the tier assignment of the AEON Platform & Cryptocurrency and AEON Solara before any disclosure — they are drafted into Tier 1 above as a default and may belong in Tier 2.

2.5 “Deliverables,” “Canon Materials,” “Generative AI Tool” have the meanings given in the Illustration Work-Made-For-Hire Agreement (“WFH Agreement”), and where Recipient has not executed that agreement, the definitions there apply for purposes of this Agreement as if set out here. “Generative AI Tool” in particular means any software, service, model, system or feature that generates or materially alters content through a machine-learning or generative model, whether local or hosted, regardless of how the vendor labels it.

2.6 “Representatives” means Recipient’s employees, contractors, assistants, agents, advisors and, where Recipient is an entity, its personnel. Recipient has no Representatives for purposes of this engagement unless Owner has approved them in writing (see §6).

3. EXCLUSIONS

Confidential Information does not include information Recipient can demonstrate by contemporaneous written records: (a) was public at the time of disclosure, or became public thereafter through no act or omission of Recipient or its Representatives; (b) was lawfully in Recipient’s possession, without restriction, before disclosure by Owner; (c) was lawfully received from a third party having a right to disclose it and without restriction; or (d) was independently developed by Recipient without use of, reference to, or access to any Confidential Information.

No exception applies merely because information is embedded in, deducible from, or a combination of items that are individually public. A combination is confidential even where its components are not.

Compelled disclosure. If disclosure is required by law, regulation, subpoena or court order, Recipient will, to the extent legally permitted, give Owner prompt written notice before disclosing, cooperate at Owner’s expense in seeking protective treatment, and disclose only the minimum required.

Whistleblower / statutory notice. Nothing in this Agreement prohibits Recipient from reporting a suspected violation of law to a government agency, or from making a disclosure protected under 18 U.S.C. § 1833(b) (the Defend Trade Secrets Act immunity for confidential disclosure of a trade secret to a government official or an attorney solely for the purpose of reporting or investigating a suspected violation of law, or in a sealed filing).

4. TIER 2 — RESTRICTED PROGRAM MATERIAL

4.1 Access is by written grant only. Recipient has no access to Tier 2 material by virtue of this Agreement. Owner may grant access to specific Tier 2 material, for a specific task, by a written grant substantially in the form of Exhibit B, identifying the material, the task and the duration. Recipient will not seek, accept, open, view, retain or act on Tier 2 material absent such a grant, and will notify Owner immediately if Tier 2 material reaches Recipient inadvertently.

4.2 Why Tier 2 is treated differently — acknowledged by Recipient. Recipient acknowledges and agrees that: - (a) disclosure of an unreleased product’s industrial design or appearance can, in many jurisdictions, destroy or bar the ability to obtain design-patent or registered-design protection, and can start or forfeit filing periods, and that such harm is permanent and cannot be undone by any later remedy; - (b) disclosure of technical, supplier, cost, tooling and pricing information can extinguish trade-secret status, which once lost cannot be restored; - (c) premature disclosure of a launch can damage commercial partnerships, retail and distribution arrangements and Owner’s negotiating position; and - (d) crossover material — Universe characters, marks and iconography applied to a physical product — is Tier 2 material, whichever tier its individual elements would otherwise fall into.

4.3 Tier 2 handling rules. For all Tier 2 material, Recipient will: - (a) view only, on [a device approved by Owner / Owner’s designated secure viewer], and make no copies of any kind — no downloads, no local saves, no printing, no screenshots, no screen recording, no photographs of a screen, no re-typing, and no notes reproducing the material; - (b) never place Tier 2 material in any cloud service, sync folder, backup, shared drive, email, messaging application, project-management tool, or version-control system, including services that sync automatically by default; - (c) never submit Tier 2 material to any Generative AI Tool, model, plug-in, hosted service, dataset or training process, and never use any AI-assisted feature while Tier 2 material is open on the device; - (d) work on Tier 2 material only in a private physical space where no other person can see the screen, with no other person present, and with no camera, smart speaker, streaming, screen-share or recording active; - (e) not sketch, design, adapt, extend or produce any derivative of Tier 2 material except where the derivative is itself a commissioned Tier 2 deliverable expressly authorized in the Exhibit B grant; - (f) not discuss the program with anyone, including Recipient’s Representatives, family, agents, other clients, or Owner’s other contractors, unless Owner names that person in writing; - (g) not disclose or confirm the program’s existence, name, codename, subject matter or timing to anyone, and not respond to any inquiry about it other than by referring the inquirer to Owner; and - (h) return or destroy all Tier 2 material immediately on the earlier of completion of the specific task, Owner’s request, or [SEVEN (7)] days from the grant, and certify under §11.

4.4 No portfolio, no display, ever. No Tier 2 material, and no work derived from it, may ever be displayed, posted, shown, described, referenced or included in any portfolio, reel, case study, award entry, interview, presentation or conversation — before or after any public release — without Owner’s separate, specific, written release. The general post-release portfolio permission in §9 and in §11 of the WFH Agreement does not extend to Tier 2 in any circumstance.

4.5 Survival. Tier 2 obligations survive indefinitely and are not limited by §12’s Tier 1 period.

5. TIER 1 — CONFIDENTIALITY OBLIGATIONS

5.1 Non-disclosure. Recipient will hold all Universe Material in strict confidence, will not disclose it to any person, and will use it solely for the Permitted Purpose.

5.2 Standard of care. Recipient will protect Confidential Information with at least the degree of care Recipient uses for its own most sensitive information, and in no event less than a reasonable degree of care.

5.3 No unauthorized use. Recipient will not use Confidential Information for Recipient’s own benefit or that of any third party, will not use it to compete with or circumvent Owner, and will not use it to solicit, approach or transact with Owner’s agents, publishers, partners, suppliers or contacts.

5.4 No derivative works. Recipient will not create, and will not assist any person to create, any work depicting or derived from the Universe, the Characters, the Canon Materials or the Deliverables, other than the Deliverables commissioned by Owner. This includes fan art, studies posted publicly, prints, merchandise, NFTs, commissions for third parties, tutorials, process breakdowns, and contributions to any shared or public art challenge.

5.5 No reverse engineering of the property. Recipient will not use Confidential Information as the basis for a competing property, and will not use Owner’s characters, cosmology, marks or iconography — or any recognisable variant of them — in Recipient’s own or any third party’s work.

5.6 Notification. Recipient will notify Owner in writing within [TWENTY-FOUR (24)] hours of becoming aware of any actual or suspected unauthorized access, disclosure, loss, theft, device compromise, account breach or misuse of Confidential Information, will cooperate fully in investigation and mitigation, and will take all steps Owner reasonably requests.

6. NO SHARING; NO REPRESENTATIVES WITHOUT CONSENT

6.1 Recipient will not disclose Confidential Information to any person — including assistants, studio staff, students, interns, agents, managers, family members, other clients, or other contractors of Owner — without Owner’s prior written consent naming that person.

6.2 Any approved Representative must sign this Agreement personally (or a rider in the form of Exhibit C) before receiving any Confidential Information. Recipient remains fully liable for each Representative’s acts and omissions as if they were Recipient’s own.

6.3 No Representative may be given access to Tier 2 material under any circumstances without a separate Exhibit B grant naming that individual.

7. AI TOOLS AND THIRD-PARTY SERVICES — DATA LEAKAGE

7.1 The prohibition. Recipient will not upload, input, transmit, paste, prompt with, embed, index, fine-tune on, or otherwise submit any Confidential Information — including any manuscript text, character brief, reference plate, lookbook page, work-in-progress, Deliverable, or any part or derivative of any of them — to any Generative AI Tool, machine-learning model, training process, dataset, plug-in, extension, browser assistant, hosted service, or third-party platform.

7.2 Why this is a confidentiality clause and not only a copyright clause. Recipient acknowledges that: - (a) submitting material to a hosted model is a disclosure to a third party, whether or not a human ever reads it, and is a breach of this Agreement in itself, independent of any output; - (b) many services retain submitted content, use it to train or improve models, and make it available to human reviewers, and default consumer tiers commonly do so; - (c) content absorbed into a model cannot reliably be recalled, deleted or contained, so the harm is irreversible — this is the specific reason the obligation is drafted absolutely rather than as a duty of care; - (d) submission can destroy trade-secret status by defeating the requirement of reasonable secrecy measures, and can compromise Owner’s ability to represent the provenance and human authorship of the artwork to the U.S. Copyright Office, to publishers, and to studio and licensing counterparties; and - (e) the risk arises from automatic and default behaviour as much as from deliberate use — cloud-assisted features, “improve the product” telemetry, generative fill and enhance functions, auto-sync, browser extensions, AI note-takers, transcription assistants and AI features embedded in email, chat, storage and design applications.

7.3 Affirmative security obligations. Recipient will: - (a) disable generative, cloud-assisted and content-improvement features and telemetry in every application used in connection with the engagement, and use only account tiers that contractually exclude vendor use of customer content for model training; and provide evidence of these settings on Owner’s request; - (b) not install or run any AI plug-in, extension, assistant, agent, screen-reader-with-upload, or automation that can access files or the screen while Confidential Information is open; - (c) not use any consumer cloud storage, file-sharing, note-taking, transcription or project-management service for Confidential Information except services Owner approves in writing; - (d) keep Confidential Information on encrypted, password-protected, up-to-date devices under Recipient’s sole control, with full-disk encryption enabled and automatic screen lock, and not on any shared, family, public or employer-owned device; - (e) not use public or untrusted networks to transmit Confidential Information without a VPN; - (f) not photograph, screen-record, live-stream, screen-share or broadcast any Confidential Information, including on a call, in a tutorial, in a time-lapse, or in the background of any recording; and - (g) not send Confidential Information to Owner or to anyone else through any third-party AI-enabled channel.

7.4 Immediate disclosure of any submission. If Confidential Information is submitted to any Generative AI Tool or third-party service — including inadvertently, by a default setting, by an automatic feature, or by a Representative — Recipient will notify Owner in writing within [TWENTY-FOUR (24)] hours, identify the service, the material, the account, the date and the extent, cease use of the affected tool, and take every step available (including deletion requests, opt-out, and account-level data-removal requests) to limit retention, providing Owner with evidence of each step taken. Prompt and complete self-disclosure will be considered in mitigation. Concealment will not.

7.5 Anti-scrape obligation for permitted displays. Where any display of Deliverables is later permitted under §9, Recipient will apply the strongest available AI opt-out, no-train, robots and anti-scrape protections offered by the platform used.

7.6 Relationship to the WFH Agreement. This section addresses confidentiality and data leakage. The separate prohibition on using Generative AI Tools to create the artwork is at §5 of the WFH Agreement. Both apply. Compliance with one is not compliance with the other.

8. OWNERSHIP; NO LICENCE; NO RIGHTS ACQUIRED

8.1 All Confidential Information, and all intellectual property in it, remains the sole and exclusive property of Owner. This Agreement grants Recipient no licence, right, title or interest of any kind in the Universe, the Characters, the Canon Materials, Owner’s marks, or any Tier 2 program.

8.2 Ownership of Deliverables is governed by the WFH Agreement. Where Recipient has not executed a WFH Agreement but nonetheless creates any material depicting or derived from the Confidential Information, Recipient hereby irrevocably assigns to Owner all right, title and interest in that material, effective on creation, and will execute any document reasonably required to perfect that assignment.

8.3 Recipient will not apply to register, and will not assist any person to register, any copyright, trademark, design right, domain name, social handle or other right in or incorporating the Universe, the Characters, Owner’s marks, or any Tier 2 program name or codename, anywhere in the world.

8.4 Owner makes no representation or warranty as to the accuracy or completeness of Confidential Information, and disclosure imposes no obligation on Owner to proceed with any engagement or transaction.

9. NO POSTING, NO PORTFOLIO, NO PUBLICITY UNTIL RELEASE

9.1 The rule. Recipient will not post, publish, display, exhibit, transmit, describe, tease, hint at, or otherwise disclose — publicly or privately, to any person — any of the following: any Deliverable; any work-in-progress, sketch, thumbnail, study, rejected concept or variant; any Canon Material or reference plate; any process, time-lapse, screen capture or behind-the-scenes material; any character name, design or story element; the existence of the engagement; the identity of Owner as a client; or the existence of this Agreement.

9.2 Scope of “post.” This includes, without limitation: social media of every kind; ArtStation, Behance, Cara, DeviantArt, Instagram, X, Threads, TikTok, YouTube, Twitch, Discord, Reddit, Patreon and equivalent platforms; personal or studio websites; private, password-protected, unlisted, client-only, draft or “just for feedback” pages; portfolio PDFs and printed portfolios; portfolio reviews, mentorships, classes and critiques; agency, gallery or representation submissions; award and competition entries; interviews, podcasts, panels and conference talks; résumés, pitch decks and proposals to other clients; group chats and direct messages; and any AI training dataset or scrape.

9.3 Until when. The prohibition applies until the later of: (a) Owner’s first public release of the specific image or element; and (b) Owner’s written release notice to Recipient identifying the specific images permitted, the permitted channels and any conditions. Public release of one image does not release any other. Public release of the book, lookbook or site does not release unpublished plates, work-in-progress or process material.

9.4 After release. Any permitted post-release display is governed by §11 of the WFH Agreement — limited number of Owner-approved images, personal professional portfolio only, resolution capped, credit line required, no source files, no work-in-progress, no confidential material, no AI-dataset contribution, revocable on notice. Where this Agreement and §11 of the WFH Agreement differ, the more restrictive controls.

9.5 Tier 2 is absolute. §4.4 applies. No Tier 2 material may ever be displayed, in any form, at any time, without a separate specific written release.

9.6 No use of Owner’s name. Recipient will not use Owner’s name, House of Aeon, LLC, “AEON,” “Aeon Essential Pinnacle,” futureofaeon.com, or any Owner mark in any client list, credential, advertisement, biography, testimonial or search-engine metadata without Owner’s prior written consent.

9.7 No comment. If approached by any journalist, blogger, researcher, collector, fan, competitor, recruiter or other person regarding Owner or any program, Recipient will make no comment of any kind, will not confirm or deny anything, and will notify Owner within [TWENTY-FOUR (24)] hours.

9.8 Takedown. On Owner’s written notice, Recipient will remove any material posted in breach within [TWENTY-FOUR (24)] hours, and will use best efforts to secure removal of reposts, mirrors, caches and archives.

10. CREDENTIALS AND SYSTEM ACCESS

10.1 Any login, credential or access issued to Recipient — including a designer login on futureofaeon.com — is personal, non-transferable, and for the Permitted Purpose only. Recipient will not share, sub-issue, cache in a shared browser or password manager accessible to others, or use it after the engagement ends.

10.2 Recipient will use a unique, strong password and multi-factor authentication where available, will not reuse the password anywhere, and will notify Owner immediately of any suspected compromise.

10.3 Recipient will access only those areas, files and records necessary for the Permitted Purpose, and will not browse, download in bulk, enumerate, scrape, export or archive Owner’s systems, storage, databases or asset libraries.

10.4 On termination, expiry, or Owner’s request, Recipient’s access will be revoked and Recipient will confirm in writing that no credential, session, token or cached copy remains in Recipient’s possession or on any device.

11. RETURN AND DESTRUCTION

11.1 Trigger. On the earliest of: completion of the Permitted Purpose; termination or expiry of this Agreement or of any engagement; or Owner’s written request at any time and for any reason, Recipient will, within [FIVE (5)] business days (and immediately for Tier 2 under §4.3(h)):

• (a) deliver to Owner all Deliverables, working files, sketches, studies and Source Files then in existence, in the formats required by the WFH Agreement;
• (b) return all tangible Confidential Information — printed briefs, reference prints, media, drives, prototypes, samples and packaging;
• (c) permanently delete or destroy all electronic copies of Confidential Information wherever located, including local drives, external drives, network shares, cloud storage and sync folders, email and attachments, messaging applications, note applications, project-management tools, browser caches and downloads, clipboard managers, backups and backup snapshots, recycle bins and trash, and any device Recipient has used for the engagement;
• (d) cause each Representative to do the same; and
• (e) confirm that no Confidential Information has been submitted to, or remains in, any third-party or AI service, and that all deletion and opt-out requests contemplated by §7.4 have been made.

11.2 Certificate. Recipient will deliver a signed Certificate of Return and Destruction in the form of Exhibit A within the same period, and Owner may require it at any time.

11.3 Permitted retention. Recipient may retain one archival copy of Confidential Information solely to the extent (a) required by law or professional obligation, or (b) contained in automated, non-erasable, disaster-recovery backups that cannot reasonably be isolated. Any retained copy remains subject to this Agreement in full, for as long as it is retained, notwithstanding §12, and must not be accessed except as required for the permitted purpose of the retention. This exception does not apply to Tier 2 material, which must be destroyed without exception.

11.4 No retention of process material. Notwithstanding §11.3, Recipient may not retain time-lapse recordings, screen captures, process videos or “making of” material depicting Confidential Information. (This does not affect the working-file retention Recipient is separately required to keep under §4.3 of the WFH Agreement, which is retained for Owner’s benefit, remains Confidential Information, and must be delivered to Owner and then destroyed on Owner’s instruction.)

11.5 Destruction does not release. Return or destruction does not relieve Recipient of any obligation under this Agreement.

12. TERM AND SURVIVAL

12.1 This Agreement takes effect on the Effective Date and continues for [THREE (3)] years, or for the duration of any engagement plus [THREE (3)] years, whichever is longer.

12.2 Survival of obligations. - Tier 1 Universe Material: obligations survive [FIVE (5)] years from the date of last disclosure. - Trade secrets: obligations survive for so long as the information remains a trade secret under applicable law. - Unreleased story, characters, artwork and plot: obligations survive indefinitely, or until Owner publicly releases the specific element. - Tier 2 Restricted Program Material: obligations survive indefinitely, and in any event until Owner gives written public release of the specific element. - §§4, 7, 8, 9, 11, 13, 14 and 16 survive termination or expiry.

13. REMEDIES

13.1 Irreparable harm. Recipient acknowledges that breach of this Agreement — and of §§4, 7 and 9 in particular — would cause Owner immediate and irreparable harm for which monetary damages are inadequate, given that a disclosure cannot be recalled, that unreleased creative property loses value on disclosure, that trade-secret status once lost cannot be restored, and that premature disclosure of an unreleased product design may permanently forfeit design-right protection.

13.2 Injunctive relief. Owner is entitled to temporary, preliminary and permanent injunctive relief and specific performance, without the necessity of posting a bond and without proof of actual damages, in addition to all other remedies at law or in equity.

13.3 Cumulative remedies; fees. All remedies are cumulative. In any action to enforce this Agreement, the prevailing Party is entitled to recover reasonable attorneys’ fees and costs.

14. LIQUIDATED DAMAGES

14.1 The Parties acknowledge that the harm from an unauthorized disclosure — particularly of Tier 2 material — is real, substantial and inherently difficult to quantify, and that the sums below are a reasonable pre-estimate of that harm and not a penalty:

14.2 Liquidated damages are in addition to injunctive relief and to Owner’s right to recover any greater actual damages proven, to the extent permitted by applicable law.

15. NO OBLIGATION; NO EMPLOYMENT; NON-CIRCUMVENTION

15.1 This Agreement does not obligate either Party to enter into any further agreement or transaction. 15.2 Recipient is an independent contractor; nothing here creates employment, partnership, agency or joint venture. 15.3 Non-circumvention. For [TWENTY-FOUR (24)] months after the Effective Date, Recipient will not use Confidential Information to solicit, approach, contract with or transact with any agent, publisher, studio, financier, supplier, manufacturer, retailer or partner of Owner whose identity Recipient learned through Confidential Information, in a manner that circumvents Owner or competes with Owner’s programs. This restriction is limited to relationships learned through Confidential Information and is not a general restraint on Recipient’s trade.

16. GENERAL

16.1 Entire agreement. This Agreement and its Exhibits are the entire agreement on their subject matter and supersede prior understandings, except as provided in §17.

16.2 Amendment; waiver. Amendment requires a signed writing. No waiver is effective unless in writing; no waiver of one breach waives any other; delay in enforcement is not a waiver.

16.3 Assignment. Recipient may not assign this Agreement; Owner may assign it freely, including to a successor, affiliate, publisher, studio or acquirer, and it binds the Parties’ successors and permitted assigns.

16.4 Governing law; venue. Georgia law governs, without regard to conflict-of-laws rules. The Parties submit to the exclusive jurisdiction and venue of the state and federal courts of Fulton County, Georgia, and waive any objection to that venue.

16.5 Severability; reformation. If any provision is held unenforceable, it will be reformed to the minimum extent necessary to make it enforceable while preserving the Parties’ intent, and the remainder continues in effect. The Parties expressly request that any court reform rather than void any restriction it finds overbroad.

16.6 Notices. Notices are effective when delivered by email with confirmation of receipt to [OWNER EMAIL] / [email on file], or by courier to the addresses above.

16.7 Counterparts; electronic signature. May be executed in counterparts and by electronic signature.

16.8 Interpretation. Headings are for convenience only. “Including” means “including without limitation.” The Parties have had the opportunity to consult counsel and no rule of construction against the drafter applies. Recipient is advised to obtain independent legal advice before signing.

17. RELATIONSHIP TO EXISTING AGREEMENTS

Option A — Supersession (recommended for new illustrators, and for Jose Hadathy if counsel agrees). This Agreement supersedes and replaces the Confidentiality & Intellectual Property Assignment Agreement dated [DATE] between Owner and Recipient in its entirety as to confidentiality obligations, provided that all ownership, work-made-for-hire and assignment provisions of that agreement remain in full force as to Deliverables created under it, and nothing in this Agreement releases any prior breach.

Option B — Layered Tier 2 rider. This Agreement operates in addition to the Confidentiality & Intellectual Property Assignment Agreement dated [DATE], which remains in force. Where the two conflict, the more restrictive obligation applies. §§1, 2.3, 4, 7, 9 and 11 of this Agreement apply to all material regardless of when disclosed, including material disclosed before the Effective Date.

Drafting note for counsel: Option B is the lower-friction route with an artist already onboarded and working — it adds the Tier 2 regime, the AI/data-leakage clause and the return-and-destruction certificate without re-papering an engagement in flight. Option A is cleaner going forward and is the right form for every new illustrator.

IN WITNESS WHEREOF, the Parties execute this Agreement as of the Effective Date.

HOUSE OF AEON, LLC

Signature: ______________________________ Name: Antonio Brown · Title: [TITLE] · Date: [DATE]

ANTONIO BROWN, individually

Signature: ______________________________ · Date: [DATE]

the Recipient named in the executed counterpart

Signature: ______________________________ Print name: [PRINT NAME] · Title (if entity): [TITLE] · Date: [DATE]

EXHIBIT A — CERTIFICATE OF RETURN AND DESTRUCTION

To: House of Aeon, LLC / Antonio Brown From: the Recipient named in the executed counterpart Date: [DATE] Engagement / task: [IDENTIFY] Tier(s) covered: [TIER 1 / TIER 2 / BOTH]

I certify that:

1. I have delivered to Owner all Deliverables, working files, sketches, studies and Source Files in my possession or control relating to the above.
2. I have returned all tangible Confidential Information — printed materials, reference prints, media, drives, prototypes, samples and packaging — listed here: [LIST / NONE].
3. I have permanently deleted or destroyed all electronic copies of Confidential Information from every location under my control, including: local and external drives; network and shared storage; cloud storage and sync folders ([NAME EACH]); email and attachments; messaging applications; note and project-management applications; browser caches, downloads and clipboard managers; backups and backup snapshots; and recycle bins and trash.
4. I have caused each approved Representative to do the same. Representatives: [NAMES / NONE].
5. No Confidential Information has been submitted to, and none remains in, any Generative AI Tool, model, dataset, training process or unapproved third-party service. Where any submission occurred, it was disclosed to Owner under §7.4 and all available deletion and opt-out steps have been completed, evidenced here: [DETAIL / NOT APPLICABLE].
6. I have retained no copy except as expressly permitted by §11.3, described here: [DESCRIBE / NONE] — and I confirm no Tier 2 material has been retained under any exception.
7. I have posted, displayed and disclosed nothing in breach of §9, and nothing referring to Owner or any program remains on any channel under my control.
8. All credentials and system access issued to me have been surrendered, and no session, token or cached credential remains on any device (§10.4).
9. I understand my confidentiality obligations continue notwithstanding this return and destruction, and that Tier 2 obligations continue indefinitely.

Signature: ______________________________ · Print name: [NAME] · Date: [DATE]

EXHIBIT B — TIER 2 ACCESS GRANT AND ACKNOWLEDGMENT

(Required before any disclosure of Restricted Program Material. One per grant.)

Grant no.: [ ] · Date: [DATE] · Granted to: the Recipient named in the executed counterpart Program: [AEON ESSENTIAL PINNACLE / OTHER] Material disclosed: [SPECIFIC ITEMS] Task authorized: [SPECIFIC TASK] Derivative work authorized: [NONE / SPECIFIC DELIVERABLE] Access period: from [DATE] to [DATE] · Destruction due: [DATE] Approved device / viewer: [SPECIFY]

I acknowledge that: - this material is Tier 2 Restricted Program Material under §2.3 of the NDA; - I may make no copies of any kind — no download, save, print, screenshot, screen recording, photograph or transcription; - I may not place it in any cloud, sync, backup, email, messaging, shared or version-control service; - I may not submit it to any AI tool, model, dataset or hosted service, and will not use AI-assisted features while it is open; - I may not sketch, adapt or derive anything from it beyond the derivative expressly authorized above; - I may not discuss it, confirm its existence, or reveal its name or codename to anyone, including my own assistants and Owner’s other contractors; - I may never display it, post it, or include it in any portfolio, reel, case study, award entry or interview, before or after any public release, without Owner’s separate written release; - I will destroy it by the date above and certify destruction; and - premature disclosure may permanently destroy Owner’s ability to obtain design-right protection and may irreversibly extinguish trade-secret status, and these obligations survive indefinitely.

Signature: ______________________________ · Print name: [NAME] · Date: [DATE]

EXHIBIT C — REPRESENTATIVE RIDER

(Required from every approved assistant or Representative before any access.)

The undersigned, [NAME], acting as [ROLE] for the Recipient named in the executed counterpart, has read the NDA dated [DATE] between House of Aeon, LLC and the Recipient named in the executed counterpart, and agrees to be personally bound by all of its terms as if a Recipient, including §§4, 5, 6, 7, 8, 9, 10 and 11. The undersigned assigns to House of Aeon, LLC all right, title and interest in any material the undersigned creates depicting or derived from the Confidential Information, and acknowledges that no Tier 2 access is granted by this rider and requires a separate Exhibit B grant naming the undersigned.

Signature: ______________________________ · Print name: [NAME] · Date: [DATE]

House of Aeon, LLC · Confidential