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NON-DISCLOSURE, CONFIDENTIALITY, NON-COMPETE AND NON-CIRCUMVENTION AGREEMENT
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ACUERDO DE CONFIDENCIALIDAD, NO DIVULGACIÓN, NO COMPETENCIA Y NO CIRCUNVENCIÓN
ONLY26 LLC · only26.com — NDA Document — Version 1.0 — October 2026
BINDING LEGAL NOTICE: This document is a legally enforceable contract between you ("Receiving Party" or "User") and ONLY26 LLC ("ONLY26" or "the Company"). By clicking "I accept", checking any checkbox, providing your email address, accessing the only26.com platform, opening any ONLY26 communication, or using any ONLY26 service in any way, you represent that you have read, understood and fully accepted the terms of this Agreement, with the same legal force as a handwritten signature before a notary, pursuant to the Electronic Signatures in Global and National Commerce Act (E-SIGN Act), 15 U.S.C. § 7001 et seq., and the Uniform Electronic Transactions Act (UETA) as adopted in the State of Florida. No person under 18 years of age is authorized to accept this Agreement.
PARTIES
DISCLOSING PARTY: ONLY26 LLC, a company organized under the laws of the State of Florida, United States of America, with its principal place of business in Osceola County, Florida, owner of the ONLY26™ mark and of the only26.com website, a product of the FALLINGO® ecosystem (a mark registered with the United States Patent and Trademark Office, USPTO), hereinafter "ONLY26" or "the Company."
RECEIVING PARTY: Any natural or legal person who accesses, uses, registers with, receives communications from, or interacts in any way with ONLY26, its digital platforms (including only26.com, its dashboard, alerts and metrics), electronic communications, educational content, methodologies, algorithms, indicators, or any information derived from them, hereinafter "the User," "the Recipient" or "the Receiving Party."
ARTICLE 1 — PURPOSE
1.1 ONLY26 may share Confidential Information related to ONLY26 with the Receiving Party for the sole purpose of allowing the Recipient to use the platform's educational and informational services exclusively for personal, non-commercial use.
1.2 Any use of the Confidential Information outside this specific purpose shall constitute a material breach of this Agreement and shall give rise to all remedies set forth in Article 10.
ARTICLE 2 — DEFINITION OF CONFIDENTIAL INFORMATION
2.1 For purposes of this Agreement, "Confidential Information" means all information, whether oral, written, digital, visual, electronic or in any other form, that ONLY26 discloses to the Recipient, including but not limited to:
(a) Proprietary Intellectual Property — Trade Secrets:
- The ONLY26 Proprietary Patterns (internally identified by pattern and case number), including their detection logic, trigger conditions, confirmation parameters, invalidation criteria and any variation, update or future evolution thereof.
- The logic used to calculate entry, stop loss and take profit, the risk/reward ratio, the minimum stops per market, the quality and trend filters, and the cancellation criteria for pending orders.
- The real-time scanning algorithms for the 4 ONLY26 markets (options/stocks, forex, futures and cryptocurrencies) across multiple timeframes.
- The results-tracking engine that determines whether each alert reached its target, hit its stop or was never triggered, and the internal metrics derived from it.
- The precision financial mathematics and physics models underlying the ONLY26 detection system.
- The universe of scanned assets, its classification, weighting and selection criteria within the system.
- The FALLINGO® ecosystem methodologies used or licensed by ONLY26, including the Hiding Gaps Detection Engine, "La Hora de la Felicidad", "Wall Street 11AM", the +1/+2/+3/+4 dynamic tracking systems, the FALLINGO® Institutional Setups and any proprietary institutional analysis methodology.
(b) Technology and Code:
- The source code, software architecture, databases, APIs, webhooks, data schemas, technical specifications and any technical component of ONLY26.
- Mathematical models, formulas, statistical weightings and backtesting parameters.
- The proprietary Pine Scripts (including the ONLY26 indicator in all its versions and markets) and any other script, indicator or programming code developed by or for ONLY26, including past, present and future versions.
- Integrations with market data providers, TradingView, brokers, payment processors, third-party platforms and communication systems.
- Proprietary dashboards, user interfaces, live charts, visual designs and user-experience elements.
(c) Commercial and Strategic Information:
- Lists of customers, prospects, leads, affiliates, contact data and user behavior patterns.
- Pricing strategies, expansion plans, product roadmap, business models and financial projections.
- Verified performance results, historical success rates, metrics by asset, market and timeframe, reports and internal statistics.
- Agreements with partners, suppliers, collaborators and affiliates.
- Training materials, manuals, guides, videos, webinars, presentations and internal documentation.
(d) ONLY26 Communications:
- The content of emails, SMS, WhatsApp messages, alerts, signals, reports, PDF reports, metrics and any communication sent by ONLY26 to the Recipient.
- Any content received through any ONLY26 channel, including the dashboard, private groups, messaging platforms and exclusive access areas.
2.2 Confidential Information shall be protected regardless of whether or not it is marked "confidential" or "proprietary."
2.3 Confidential Information does not include information that:
- Is or becomes public knowledge through no fault or action of the Recipient.
- The Recipient can prove with documents was already known to it before receiving it from ONLY26.
- Is disclosed by a third party with an independent legal right to disclose it.
- Is required by a court order or competent government authority — in which case the Recipient shall notify ONLY26 immediately and in writing, as far in advance as possible, so that ONLY26 may seek legal protection before such disclosure.
ARTICLE 3 — OBLIGATIONS OF THE RECEIVING PARTY
3.1 The Receiving Party irrevocably undertakes to:
(a) Keep all Confidential Information in strict secrecy and confidence, applying at least the same degree of care it applies to its own most sensitive information, and in no event less than a reasonably prudent degree of care.
(b) Not disclose, reproduce, publish, transmit, sell, license, sublicense, transfer, or share on social media, messaging groups (WhatsApp, Telegram, Discord, Signal or others), forums, YouTube channels, podcasts, or any public or private medium, the Confidential Information in whole or in part, without the prior, express and written consent of ONLY26.
(c) Not use the Confidential Information for any purpose other than the personal, non-commercial use of the ONLY26 services for which it was expressly authorized.
(d) Not attempt to decompile, reverse engineer, disassemble, analyze, copy, replicate, imitate, recreate, modify, adapt, translate or create derivative works based on the algorithms, patterns, methodologies, Pine Scripts, source code or any component of ONLY26, whether directly or through third parties.
(e) Not develop, participate in the development of, finance, advise, invest in or collaborate in any way with any product, service, platform, system or business that replicates, imitates, is inspired by, or is based directly or indirectly on the Confidential Information of ONLY26.
(f) Not share access credentials, Magic Links, authentication tokens, passwords or any means of access to the platform with third parties under any circumstances.
(g) Not take screenshots, screen recordings, photographs, transcriptions or any reproduction of the dashboard, alerts, signals, metrics, reports or proprietary content of ONLY26 for external distribution.
(h) Implement reasonable security measures to protect the Confidential Information against unauthorized access, use or disclosure.
(i) Notify ONLY26 immediately and in writing upon becoming aware of any unauthorized disclosure, improper access, theft, loss or misuse of the Confidential Information.
3.2 The Recipient shall apply to the protection of the Confidential Information at least the same degree of care it applies to its own confidential information, and in no event less than a reasonably prudent degree of care.
ARTICLE 4 — PROHIBITION OF REVERSE ENGINEERING
4.1 The Receiving Party expressly agrees not to analyze, decompile, replicate, recreate, modify, adapt, translate or reverse engineer any dashboard, software, indicator, Pine Script, algorithm, process, methodology, mathematical model, detection system, alert or metrics history, or any component belonging to ONLY26, whether directly or through third parties, with or without commercial purposes.
ARTICLE 5 — INTELLECTUAL PROPERTY AND AUTOMATIC ASSIGNMENT OF DERIVATIVE WORKS
5.1 All Confidential Information, developments, materials, processes, methodologies, marks, trade names, content, software, Pine Scripts, source code and documentation are and shall remain the exclusive property of ONLY26 LLC (or, in the case of FALLINGO® ecosystem methodologies, of their owner).
5.2 The disclosure of Confidential Information does not grant the Recipient any license, assignment, transfer or implied right over any intellectual property asset of ONLY26.
5.3 The Receiving Party expressly acknowledges that the ONLY26 Proprietary Patterns and the entire ONLY26 methodology constitute trade secrets protected by:
- The Defend Trade Secrets Act (DTSA), 18 U.S.C. § 1836 et seq.
- The Florida Uniform Trade Secrets Act (FUTSA), Florida Statute § 688.001 et seq.
- Applicable copyright laws, including the Copyright Act, 17 U.S.C. § 101 et seq.
5.4 Automatic assignment of derivative works: If the Receiving Party develops, creates, improves, adapts or in any way derives any work, methodology, algorithm, tool, Pine Script, indicator, system or product based, in whole or in part, directly or indirectly, on the Confidential Information of ONLY26, such work shall be deemed the exclusive property of ONLY26 LLC from the moment of its creation. The Recipient irrevocably, automatically and unconditionally assigns all intellectual property rights in such work to ONLY26 LLC, without additional compensation and with immediate effect. The Recipient shall sign any additional document ONLY26 may require to formalize such assignment.
5.5 ONLY26 reserves all rights not expressly granted in this Agreement.
ARTICLE 6 — NON-COMPETE AND NON-CIRCUMVENTION
6.1 Non-Compete: During the term of this Agreement and for a period of three (3) years after its termination, the Receiving Party shall not develop, finance, promote, distribute, market or participate directly or indirectly in any product, service, platform or system that is substantially similar to ONLY26 in its functionality, methodology or target market, based on the Confidential Information received.
This restriction is limited to the use of ONLY26's Confidential Information and protects a legitimate business interest under Florida Statute § 542.335, specifically the protection of trade secrets, customer relationships and proprietary methodologies developed with a substantial investment of time and resources by ONLY26 LLC.
6.2 Non-Circumvention: The Receiving Party agrees not to contact, negotiate with, or establish any kind of direct business relationship with the customers, partners, affiliates, suppliers, collaborators or contacts of ONLY26 that were disclosed in the context of this Agreement or of the relationship with ONLY26, without the prior written consent of ONLY26 LLC.
6.3 Breach penalty: Breach of any provision of this Article shall give rise to a minimum penalty of USD 50,000 for each provable violation, without prejudice to any other legal action available under this Agreement or applicable law. The parties acknowledge that this amount is a reasonable estimate of the damages such breach would cause, under the doctrine of liquidated damages under Florida law.
ARTICLE 7 — PERMITTED USE AND LIMITATIONS
7.1 Access to ONLY26 is granted exclusively for personal, educational and informational use. The following are expressly prohibited:
(a) Redistributing, reselling, sublicensing or transferring access to the platform or its content to third parties.
(b) Using ONLY26 alerts, signals, levels, metrics or content as a basis for offering investment advisory services, trading signals, financial analysis or any similar service to third parties, with or without financial compensation.
(c) Publishing, transmitting or sharing on social media, messaging groups (WhatsApp, Telegram, Discord, Signal or others), forums, YouTube channels, podcasts or any public or private medium the alerts, signals, reports or any proprietary content received.
(d) Taking screenshots, recordings or reproductions of the dashboard or its data for external distribution.
ARTICLE 8 — RETURN AND DESTRUCTION OF INFORMATION
8.1 Upon written request from ONLY26, the Receiving Party shall, within five (5) business days of such request:
(a) Return to ONLY26 all Confidential Information in its possession, in any format or medium.
(b) Permanently and irrecoverably destroy all copies, reproductions, notes, summaries, extracts, digital files, emails, printed documents and any other medium containing Confidential Information that cannot be returned.
(c) Certify in writing to ONLY26 that it has fully complied with the return and destruction obligations set forth in this article.
8.2 The return or destruction of the Confidential Information does not release the Recipient from its confidentiality obligations or from any liability for prior breaches.
ARTICLE 9 — INDEMNIFICATION
9.1 The Receiving Party shall be liable for and shall indemnify, defend and hold harmless ONLY26 LLC, its owner Lenin Garcia, directors, employees, agents, partners, affiliates and successors from any damage, loss, lost profits, commercial harm, legal cost, attorneys' fees and any other expense arising from the Recipient's breach of this Agreement.
9.2 The indemnification obligation includes the costs of investigation, litigation, expert fees and any expense reasonably incurred by ONLY26 to enforce its rights under this Agreement.
ARTICLE 10 — REMEDIES AND SANCTIONS
10.1 The Receiving Party acknowledges that any breach of this Agreement would cause ONLY26 irreparable harm for which monetary remedies would be insufficient, and that ONLY26 shall be entitled to obtain, without the need to post bond or prove specific economic damage: (a) Injunctive relief (temporary restraining order and preliminary injunction) before the competent courts. (b) Cease-and-desist orders (permanent injunction). (c) Any other equitable remedy available under Florida or federal law.
10.2 In the event of a proven breach, the Recipient shall be liable for:
(a) Compensatory damages: the total economic value of the harm caused to ONLY26, including lost profits and loss of competitive advantage.
(b) Exemplary damages: up to twice (2x) the compensatory damages in cases of willful and malicious misappropriation of trade secrets, up to the maximum set by the Defend Trade Secrets Act, 18 U.S.C. § 1836(b)(3)(C).
(c) Attorneys' fees and court costs incurred by ONLY26 to enforce its rights, pursuant to the DTSA and FUTSA.
(d) Immediate and permanent loss of all access rights to ONLY26, without right to a refund.
(e) Non-Compete or Non-Circumvention penalty: a minimum of USD 50,000 for each provable violation, pursuant to Article 6.3.
10.3 The sanctions set forth in this article are cumulative and do not exclude any other remedy available at law or in equity.
ARTICLE 11 — FINANCIAL DISCLAIMER
11.1 ONLY26 is a platform for educational and informational purposes only. ONLY26 LLC is not a registered investment adviser (RIA) nor a registered broker-dealer. Nothing published, communicated or signaled by ONLY26 constitutes financial, legal or investment advice.
11.2 Trading and investing in financial markets involves a significant risk of partial or total loss of capital. Past results do not guarantee future results.
11.3 The Recipient assumes full and sole responsibility for all of its investment decisions and expressly releases ONLY26 LLC, its owner Lenin Garcia, directors, employees and affiliates from any financial loss arising from the use of the information received.
ARTICLE 12 — TERM
12.1 The confidentiality obligations set forth in this Agreement shall take effect at the moment of acceptance by the Recipient and shall remain in force indefinitely, notwithstanding the termination of the relationship between the parties.
12.2 The obligations relating to the trade secrets identified in Article 5.3 shall remain in force for as long as such information retains its trade-secret status under the DTSA and FUTSA.
12.3 The non-compete and non-circumvention clause of Article 6 shall remain in force for three (3) years after the termination of the relationship between the parties.
ARTICLE 13 — GOVERNING LAW AND JURISDICTION
13.1 This Agreement shall be governed by and construed in accordance with the laws of the State of Florida, United States of America, without regard to its conflict-of-laws rules.
13.2 For the resolution of any dispute arising from this Agreement, the parties submit to the exclusive jurisdiction of the federal and state courts located in Osceola County, Florida.
13.3 The parties agree to attempt an amicable resolution for a period of 30 days before initiating any legal or arbitral proceeding.
13.4 The official language of this Agreement and of any legal proceeding arising from it shall be English, without prejudice to informational translations being provided in Spanish.
ARTICLE 14 — GENERAL PROVISIONS
14.1 Entire agreement: This Agreement constitutes the entire agreement between the parties regarding confidentiality, non-disclosure, non-compete and non-circumvention, and supersedes any prior oral or written agreement on the same subject. This Agreement is supplemented by the Terms and Conditions, Privacy Policy and Risk Disclosure of only26.com.
14.2 Severability: If any provision of this Agreement is held invalid, illegal or unenforceable by a competent court, the remaining provisions shall remain in full force and effect. The court shall have authority to reform the invalid provision to the minimum extent necessary to make it enforceable, pursuant to Florida Statute § 542.335(1)(c).
14.3 No waiver: ONLY26's failure to enforce any right at any given time shall not constitute a waiver of such right nor prevent its later exercise.
14.4 Amendments: This Agreement may only be amended in writing signed by an authorized representative of ONLY26 LLC. ONLY26 reserves the right to update this Agreement by notifying the Recipient at least 15 days in advance. Continued use of the platform after such notice shall constitute acceptance of the updated terms.
14.5 Assignment: The Receiving Party may not assign or transfer its rights or obligations under this Agreement without the prior written consent of ONLY26 LLC. ONLY26 may assign this Agreement in its entirety in the event of a merger, acquisition or sale of assets.
14.6 Electronic acceptance: The parties expressly agree that electronic acceptance of this Agreement — by clicking an acceptance button, checking a checkbox, digital signature, form submission, providing an email address, or any equivalent affirmative conduct — has full legal validity and binding force under the Electronic Signatures in Global and National Commerce Act (E-SIGN Act), 15 U.S.C. § 7001 et seq., and the Uniform Electronic Transactions Act (UETA) as adopted in Florida, and is legally equivalent to a handwritten signature.
14.7 Acceptance records: ONLY26 LLC shall keep electronic records of each Recipient's acceptance of this Agreement, including date, time, IP address, device and method of acceptance. Such records shall constitute prima facie evidence of acceptance in any legal proceeding.
STATEMENT OF ACCEPTANCE
By performing any of the following actions, the Receiving Party represents that it has read, understood and fully accepted this Agreement:
- Clicking "I accept the ONLY26 NDA and Terms"
- Checking the acceptance checkbox on any ONLY26 form
- Providing its email address to request access or information
- Accessing the dashboard or any protected area of the platform
- Opening, replying to or interacting with any ONLY26 communication
The Receiving Party further represents:
- That it has read and fully understood this Agreement.
- That it has full legal capacity to enter into binding contracts.
- That it is 18 years of age or older.
- That it is not under any duress, deception or legal incapacity.
- That its electronic acceptance has the same legal validity as a handwritten signature.
- That it accepts the exclusive jurisdiction of the courts of Osceola County, Florida.