Editverse · Controlled document NDA–03
Non-Disclosure Agreement
The confidentiality terms covering every manuscript, dataset and conversation you share with Editverse, binding on both operating companies. They take effect from your first submission, whether or not a separate copy is signed.
Plain-language summary
Everything you send us is confidential. We use it only to do the job you ordered. We do not share it, publish it, reuse it, feed it to AI training systems, or tell anyone you are a client. Your intellectual property stays yours. You can ask us to delete everything at any time. This summary is for convenience; the clauses below are the operative terms.
Parties and effect of this Agreement
This Non-Disclosure Agreement is made between the individual or organisation submitting material (“Client”) and Editverse, which for the purposes of this Agreement means Neucite LLC, a Wyoming limited liability company, and Neuciteresearch Pvt Ltd, incorporated in India, together operating the service at editverse.com. Either party may be a Disclosing Party or a Receiving Party depending on which party discloses the information in question.
Both companies are bound by this Agreement, and each is responsible for the other’s compliance in respect of Client material it passes on. The Contracting Entity for a given engagement is the company named on the Client’s quotation and invoice; work may be allocated between the two according to region and the availability of the relevant subject specialists.
This Agreement takes effect on the earliest of the date the Client first submits material to Editverse, the date of a signed counterpart, or the date of the first accepted quotation, and governs all communications between the parties from that date.
Definition of Confidential Information
“Confidential Information” means any non-public information disclosed by one party to the other, in any form and whether or not marked confidential, including:
- unpublished manuscripts, abstracts, drafts, figures, tables, images and supplementary files;
- raw and processed research data, code, statistical output, protocols, case report forms and study documentation;
- grant applications, budgets, letters of support and funder correspondence;
- unpublished hypotheses, methods, inventions, know-how, algorithms and software;
- the identity of the Client, its authors, institution, department and study sites;
- the existence, scope and terms of any engagement between the parties;
- Editverse business information, including pricing, methodology, checklists, templates, workflows, specialist rosters and internal quality systems.
Exclusions
Confidential Information does not include information that the Receiving Party can demonstrate by written record:
- was already lawfully known to it, free of any obligation of confidence, before disclosure;
- is or becomes public through no act or omission of the Receiving Party;
- is lawfully received from a third party entitled to disclose it without restriction; or
- is independently developed by the Receiving Party without use of or reference to the Confidential Information.
Obligations of the Receiving Party
The Receiving Party shall:
- hold the Confidential Information in strict confidence and not disclose, disseminate, publish or transmit it to any third party;
- use it solely to perform or receive the agreed services, and for no other purpose;
- apply at least the same degree of care it uses for its own confidential information, and in no case less than a reasonable degree of care;
- limit access to those personnel, affiliates and contracted specialists who need it to perform the services, wherever located, each of whom has signed a written confidentiality undertaking no less protective than this Agreement;
- remain fully responsible for any breach by such personnel or specialists;
- notify the Disclosing Party in writing without undue delay, and in any event within 72 hours, on becoming aware of any unauthorised use, disclosure or loss, and cooperate in remedying it.
Legally compelled disclosure
If the Receiving Party is required by a valid and binding order of a court, regulator or other competent authority to disclose Confidential Information, it may do so, provided it gives the Disclosing Party prompt written notice where lawful, discloses only the minimum required, and uses reasonable efforts to obtain confidential treatment of the disclosed material.
Ownership and intellectual property
All right, title and interest in the Client’s manuscripts, data, figures, methods and underlying intellectual property remain vested exclusively in the Client and its authors. Nothing in this Agreement or in any engagement transfers, assigns or licenses any such right to Editverse.
Editverse asserts no authorship, co-authorship, contributorship or moral right in any Client work, and no member of Editverse personnel may accept such a position. Editverse retains ownership of its own pre-existing methodologies, templates, checklists and internal tools, which are its Confidential Information.
No AI training, no publication, no reuse
Editverse shall not, without the Client’s prior written consent:
- submit Client Confidential Information to any third-party generative AI service for model training, fine-tuning or corpus contribution;
- publish, cite, reproduce, resell, license or otherwise exploit Client material in whole or in part;
- use Client material as a sample, portfolio item, testimonial, marketing asset or case study, whether or not attributed;
- disclose the Client as a customer of Editverse.
Where AI-assisted tooling is used to deliver a service, it runs under configurations that exclude training on submitted content, and its use is disclosed to the Client under the Editverse AI Use Policy.
Anonymity in relation to journals and publishers
Editverse shall not contact any journal, editor, reviewer or publisher in relation to a Client manuscript except on the Client’s express written instruction, and shall not at any time disclose to any journal, editor, reviewer or publisher that a manuscript has received Editverse support. This clause does not prevent Editverse from confirming, at the Client’s request or where a journal directly requires a declaration, the accurate scope of assistance provided.
Term and survival
The confidentiality obligations commence on the effective date and continue for five years from the later of the date of disclosure or the conclusion of the relevant engagement. Obligations in respect of unpublished research data, unpublished manuscripts, trade secrets and personal data continue indefinitely, or for so long as the information retains its confidential character, whichever is longer.
These obligations survive the completion, expiry or termination of any other relationship between the parties.
Return and destruction of materials
On written request by the Client at any time, and in any event on conclusion of the engagement, Editverse shall promptly return or securely destroy all Confidential Information in its possession, together with all copies, extracts and derivative working files, and shall confirm completion in writing.
Editverse may retain one archival copy solely to the extent required by law, or for the limited purpose of supporting revisions and reviewer responses, for the period stated in the Privacy Policy. Any retained copy remains subject to this Agreement in full.
No licence and no warranty of outcome
Disclosure of Confidential Information grants no licence under any patent, copyright, trade mark, trade secret or other intellectual property right, beyond the limited right to use the information for the agreed purpose.
Confidential Information is provided as is. Nothing in this Agreement represents that it is accurate or complete, and nothing in this Agreement or in any engagement guarantees acceptance, publication, indexing or any particular editorial outcome.
Remedies
The parties acknowledge that a breach of this Agreement may cause irreparable harm for which damages alone would be an inadequate remedy. The affected party is accordingly entitled to seek injunctive relief and specific performance, in addition to any other remedy available at law or in equity, including monetary damages, without the requirement to post security.
Governing law and jurisdiction
Governing law follows the Contracting Entity identified under clause 1.
- Where the Contracting Entity is Neucite LLC, this Agreement is governed by the laws of the State of Wyoming, United States, and the parties submit to the exclusive jurisdiction of the state and federal courts sitting in Wyoming.
- Where the Contracting Entity is Neuciteresearch Pvt Ltd, this Agreement is governed by the laws of India, and the parties submit to the exclusive jurisdiction of the competent courts at that company’s registered office.
In either case the governing law applies without regard to its conflict of laws principles, and the parties waive any objection to venue in the courts named. Where no quotation has been issued and material has been submitted for assessment, Wyoming law applies.
The parties shall attempt in good faith to resolve any dispute by negotiation within 30 days of written notice before commencing proceedings. Nothing in this clause prevents either party from seeking urgent injunctive relief in any competent court, or limits any statutory right a consumer may have to bring proceedings in their country of residence.
Separately, and in addition to this Agreement, Editverse conducts all engagements under the ethical guidance of COPE and the ICMJE, set out in the Publication Ethics Code.
General provisions
- Entire agreement. This Agreement is the entire agreement between the parties on confidentiality and supersedes all prior oral or written understandings on that subject.
- Precedence. Where a separately signed master services agreement or data processing agreement exists, that agreement prevails to the extent of any inconsistency.
- Amendment. This Agreement may be varied only in writing, agreed by authorised representatives of both parties.
- Severability. If any provision is held invalid or unenforceable, the remainder continues in full force, and the invalid provision is replaced by a valid one closest to the original intent.
- No waiver. Failure or delay in enforcing a provision is not a waiver of it.
- Assignment. Neither party may assign this Agreement without the other’s written consent, save to a successor of substantially the whole of its business.
- Relationship. Nothing here creates a partnership, joint venture, agency or employment relationship.
- Counterparts. This Agreement may be executed in counterparts, including by electronic signature, each of which is an original.
- Notices. Notices are given in writing to su*****@*******se.com and to the Client’s registered contact email.
Requesting a signed copy
These terms apply automatically to every engagement. Many institutions, funders and ethics committees nonetheless require a countersigned document on file. We issue one on request at no charge, normally within one working day, and we are equally happy to review and sign your institution’s own template.
Need a countersigned NDA?
Send the legal name of your institution and the name and title of the signatory. We return an executed copy in PDF.
Related documents:
Privacy Policy
Publication Ethics Code
AI Use Policy