Non-Disclosure Agreement
Confidentiality terms for AI-focused healthcare delivery, robotics, and cognitive diagnostic systems.
Effective Date: January 2025
Last Updated: November 15, 2025
(For AI-Focused Healthcare Delivery, Robotics, and Cognitive Diagnostic Systems)
This Confidentiality / Non-Disclosure Agreement ("Agreement") is made between DOCTOR AI, LLC ("Discloser") and the user or entity accessing the confidential materials ("Recipient").
1. Definition of Confidential Information
Confidential Information includes all non-public information disclosed by Discloser, whether oral, written, electronic, or observed through demonstrations or system access, including but not limited to:
1.1 Cognitive AI & Diagnostic Systems
- Structured symptom-disease tables
- Intersection-mapping algorithms
- Prevalence-weighted ranking formulas
- Diagnostic-probability computation methods
- Database schema, copyrighted logic, and software code
1.2 Robotics & Automation
- ClinicalAssist™ robotic patient-care assistant
- Fall-Alert™ real-time bed-exit and movement detection logic
- Computer-vision models, sensor fusion algorithms, and movement-analysis pipelines
- Telemedicine remote-control systems and communication protocols
1.3 Software, Firmware & Hardware
- Source code, firmware, hardware schematics
- Server architecture and security frameworks
- EMR automation modules and telemedicine workflow automation
1.4 Machine Learning & Training Data
- Proprietary training datasets
- Embeddings, model parameters, prompt engineering logic
- Autonomous control algorithms for patient-interaction robotics
1.5 Business, Financial & Operational
- Business plans, pricing, investor information
- Internal communications
- Customer lists, clinical data, testing results
1.6 Patent-Protected & Patent-Pending Material
Including technologies covered by:
- U.S. Patent No. 11,972,865
- U.S. Patent No. 9,536,051
- Continuations, PCT filings, software copyright deposits, and confidential trade secrets
2. Recipient's Obligations
Recipient agrees to:
- Hold all Confidential Information in strict confidence and protect it using the same care used for its own confidential materials.
- Not disclose Confidential Information to any third party without written authorization.
- Not reverse engineer, copy, analyze, decompile, or attempt to replicate any software, schema, robotics firmware, diagnostic logic, AI models, or system architecture.
- Not train AI models using Confidential Information.
- Not develop competing AI/robotic products using Confidential Information.
- Use the information solely for evaluating a business relationship or investment opportunity. Upon request, return or destroy all Confidential Information, including AI models, backups, emails, cloud copies, or notes.
3. No Rights Granted
This Agreement does not confer any rights, licenses, ownership, or intellectual-property interests on the Recipient.
Recipient gains no rights to algorithms, robotics, datasets, software, diagnostic systems, or patents.
4. Permitted Use
Recipient may use Confidential Information only to:
- Evaluate potential investment
- Evaluate or propose services for Discloser
- Explore possible business or research collaborations
Any operational use requires a separate written agreement.
5. Exceptions
Confidential Information does not include information that:
- Was publicly known before disclosure
- Becomes publicly available through no fault of the Recipient
- Was independently developed by Recipient without use of Confidential Information
- Is rightfully received from a third party without confidentiality obligations
6. Term and Termination
This Agreement remains in effect for a period of 5 years from the date of disclosure unless terminated earlier by written notice.
Confidentiality obligations survive termination indefinitely for patent-protected and trade-secret information.
7. Remedies
Recipient acknowledges that breach of this Agreement may cause irreparable harm to Discloser.
Discloser is entitled to:
- Injunctive relief without posting bond
- Monetary damages
- Attorney's fees and costs
- Any other relief deemed appropriate by a court
8. Governing Law
This Agreement is governed by the laws of the State of Mississippi, United States.
9. Contact Information
For questions regarding this NDA:
Doctor AI, LLC
1120 Beach Blvd, Biloxi, MS 39530
Email: contact@ddxrx.net
Phone: (228) 342-6278