This Mutual Non-Disclosure Agreement (“Agreement”) is entered into as of 30 May 2026 between RSQ Studio, a creative intelligence consultancy registered in the Kingdom of Saudi Arabia (“RSQ”), and [Full Name] on behalf of [Organisation Name] (“Client”).
1. Purpose
The Parties intend to explore a potential business engagement in which each Party may disclose confidential and proprietary information to the other for the purpose of evaluating, scoping, and executing strategic, creative, and operational services (“Purpose”).
2. Definition of Confidential Information
“Confidential Information” means any information disclosed by one Party to the other in connection with the Purpose, including: business plans, revenue figures, financial projections, customer data, marketing strategies, proprietary methodologies (including RSQ's DECODE framework), operational systems, personnel information, technical data, trade secrets, pricing structures, client lists, and any other information a reasonable person would consider confidential.
3. Obligations of Receiving Party
Each Receiving Party agrees to: (a) hold all Confidential Information in strict confidence; (b) not disclose any Confidential Information to any third party without prior written consent; (c) use Confidential Information solely for the Purpose; (d) limit access to those with a genuine need to know who are bound by equivalent confidentiality obligations; and (e) promptly notify the Disclosing Party of any unauthorised disclosure.
4. Exceptions
Obligations do not apply to information that: (a) is or becomes publicly available through no fault of the Receiving Party; (b) was rightfully known prior to disclosure; (c) is independently developed without reference to the Confidential Information; or (d) is required to be disclosed by applicable law, provided the Disclosing Party receives prompt written notice.
5. Return or Destruction
Upon written request or termination of engagement, the Receiving Party shall promptly return or destroy all Confidential Information and certify such destruction in writing upon request.
6. Intellectual Property
Nothing herein grants either Party rights in the other's Confidential Information beyond the Purpose. RSQ's DECODE methodology, frameworks, templates, and proprietary tools remain the exclusive intellectual property of RSQ Studio regardless of disclosure during the engagement.
7. Term and Survival
This Agreement is effective upon electronic acceptance and remains in effect for three (3) years from the date of last disclosure. Obligations with respect to trade secrets survive indefinitely.
8. Remedies
The Parties acknowledge that breach of this Agreement may cause irreparable harm for which monetary damages are inadequate. Either Party is entitled to seek injunctive or equitable relief in addition to all remedies available at law.
9. Governing Law
This Agreement is governed by the laws of the Kingdom of Saudi Arabia. Disputes shall be resolved through the competent courts of Riyadh.
10. Electronic Acceptance
Electronic acceptance via this intake form constitutes a valid and binding signature consistent with applicable electronic transaction laws in the Kingdom of Saudi Arabia.
These Terms of Engagement (“Terms”) govern the professional relationship between RSQ Studio (“RSQ”) and [Full Name] on behalf of [Organisation Name] (“Client”), effective 30 May 2026. Acceptance is required before RSQ will review any submission or initiate any engagement.
1. Nature of Services
RSQ provides strategic diagnosis, creative systems, AI and automation architecture, digital experience design, operational transformation advisory, and executive consulting. All services are delivered under RSQ's DECODE methodology. RSQ guarantees the quality, rigour, and honesty of its diagnosis and the professionalism of its execution — not specific business outcomes, which depend on Client's action.
2. Intake and Qualification
Submission of this form does not constitute acceptance of an engagement. RSQ reserves the right to decline any engagement at its sole discretion. Clients assessed as unlikely to act on findings, lacking implementation capacity, or outside RSQ's practice areas may be declined without obligation. RSQ will notify declined applicants within 5 business days.
3. Diagnostic Independence
RSQ's diagnoses are formed independently based on evidence and professional judgement. Findings may differ significantly from Client's existing beliefs. By engaging RSQ, Client acknowledges willingness to receive findings that may contradict current internal assumptions. RSQ shall not modify its diagnosis to align with Client preferences.
4. Fees and Payment
Fees are scoped based on operational complexity, strategic depth, and bandwidth. All fees are denominated in Saudi Riyals (SAR) unless otherwise agreed. Retainer fees are due monthly in advance. Project fees are structured: 50% deposit upon agreement, remainder upon defined delivery milestones. Invoices unpaid after 14 days accrue interest at 1.5% per month.
5. Intellectual Property
Upon full payment, Client receives a non-exclusive licence to use deliverables for their intended business purpose. RSQ retains all underlying methodologies, frameworks, templates, tools, AI systems, and reusable components — including the DECODE framework. Client-specific creative assets created exclusively for Client become Client property upon full payment.
6. The RSQ Principle
The effectiveness of any RSQ engagement depends substantially on Client's willingness to act. RSQ reserves the right to terminate any engagement where consistent non-action, Client-initiated scope creep, or repeated rejection of recommendations makes the engagement unproductive. RSQ will provide 30 days' written notice. Fees for work already delivered are non-refundable.
7. Limitation of Liability
RSQ's total liability shall not exceed the total fees paid in the three months preceding the claim. RSQ is not liable for indirect, incidental, consequential, or punitive damages, including lost profits or business interruption, regardless of prior notice of such possibility.
8. Termination
Retainer engagements: either Party may terminate with 30 days' written notice. Project engagements: Client may terminate with 14 days' notice; fees for work completed or in progress are non-refundable. RSQ may terminate immediately for non-payment exceeding 14 days, material breach, or circumstances under Clause 6.
9. Governing Law
These Terms are governed by the laws of the Kingdom of Saudi Arabia. The Parties agree to attempt good-faith resolution before initiating formal proceedings. Unresolved disputes shall be submitted to the competent courts of Riyadh.
Optional.