Mutual Non-Disclosure Covenant (Private Capacity)
1. Purpose
The PMA and the applicant (“Member”), acting exclusively in private capacity, enter this Mutual Non-Disclosure
Covenant (“Covenant”) to protect private information relating to PMA operations, reputation-management activities,
creative processes, strategies, and internal communications.
This Covenant operates outside public commerce, corporate personhood, statutory codes, or maritime presumptions,
and reflects principles recognized within equity and the private domain.
2. Definition of Confidential Information
2.1 Scope
“Confidential Information” includes, without limitation:
- PMA strategies, including content planning, scheduling, analytics, and performance methods.
- Engagement data, such as audience metrics, fan interactions, revenue flows, and platform insights.
- Member information, including personal details, contact information, private submissions, and creative materials.
- PMA operations, such as Support records, internal processes, communication logs, and proprietary workflows.
- Member-created content shared within the PMA or handled through PMA systems.
2.2 Exclusions
Information is not confidential if it:
- is publicly available through no breach of this Covenant;
- is independently obtained without use of Confidential Information;
- is disclosed with mutual private written consent.
2.3 Required Disclosure
If either Party is privately compelled to disclose Confidential Information, that Party will give prompt private notice
to the other and disclose only what is strictly necessary.
3. Mutual Obligations
- Non-Disclosure.
Both Parties agree not to disclose, share, transmit, repurpose, or use Confidential Information outside PMA activities
without mutual private written consent. - Private Purpose Only.
Confidential Information is used exclusively for private PMA participation, reputation-management support, and internal coordination. - Protection.
Each Party shall safeguard Confidential Information with reasonable care consistent with private-equity standards. - No Commercial Intent.
Confidential Information is not to be used for public-domain commerce, competition, employment, or corporate gain. - No License.
No rights or licenses—public or commercial—are granted by disclosure of Confidential Information. - Good Faith.
Both Parties act in private honor and fair dealing regarding all matters covered by this Covenant.
4. Term, Completion & Return of Information
- Term.
This Covenant becomes effective upon the applicant’s affirmation and PMA approval and continues until completion of the Member’s relationship with the PMA. - Survival.
Confidentiality obligations survive completion of PMA membership as long as Confidential Information remains non-public. - Return or Destruction.
Upon completion, each Party shall return or destroy any Confidential Information upon private request, unless
retention is required for internal PMA archival purposes.
5. Governing Principles & Dispute Resolution
- Private Covenant in Equity.
This Covenant operates solely within the private domain under equity, not public statute or commercial law. - Private Mediation.
Disputes are resolved privately through mediation conducted by the PMA Council.
Equitable remedies—including specific performance—are available where appropriate.
6. General Provisions
- Entire Covenant.
This Covenant constitutes the complete understanding regarding confidentiality between the Parties. - Amendments.
Any changes require mutual private written consent. - Severability.
If any provision is found unenforceable in equity, the remainder remains valid to preserve private intent. - No Waiver.
Failure to enforce any provision does not waive private rights or obligations. - Assignment.
Assignment of obligations requires mutual private written consent, except where consistent with PMA governance.
7. Acknowledgment
The applicant acknowledges having the opportunity to read this Covenant in full and affirms their private agreement
by checking the corresponding box on the PMA application form.