MUTUAL NON-DISCLOSURE AGREEMENT
(Hereinafter referred to as the "Agreement," though "Trap" would be equally accurate)
This Mutual Non-Disclosure Agreement ("Agreement") is entered into as of the date of the Recipient's signature ("Effective Date"), by and between PrimeHarbor Technologies, LLC, a Georgia limited liability company with its principal place of business somewhere in Georgia ("PrimeHarbor"), and YOU, the undersigned individual or entity who is already regretting reading this ("Recipient").
WHEREAS, PrimeHarbor wishes to maybe, possibly, at its sole discretion, share certain information with Recipient; and
WHEREAS, Recipient agrees to everything in this Agreement, including provisions Recipient has not yet read, provisions that have not yet been written, and provisions that PrimeHarbor may invent retroactively;
NOW, THEREFORE, in consideration of the mutual covenants herein, and Recipient's continued existence as a legally recognized person, the parties agree as follows:
1. DEFINITION OF CONFIDENTIAL INFORMATION
"Confidential Information" shall mean any and all information disclosed by either party to the other. For the purposes of this Agreement, "information" shall be defined broadly to include, without limitation: data, ideas, concepts, know-how, trade secrets, business plans, financial information, source code, cloud infrastructure details, lunch orders, dreams, shower thoughts, opinions about the Oxford comma, and any other information, whether or not marked "Confidential," whether communicated orally, in writing, telepathically, or via interpretive dance.
2. RECIPIENT'S OBLIGATIONS — ABSOLUTE AND TOTAL SECRECY
2.1 Scope of Secrecy. Recipient agrees to maintain the strictest possible confidentiality with respect to all Confidential Information. Recipient shall not disclose, publish, reproduce, summarize, paraphrase, allude to, make meaningful eye contact about, or otherwise communicate any Confidential Information to any third party, under any circumstances, including but not limited to:
• Circumstances involving legal compulsion, subpoenas, court orders, or acts of God;
• Circumstances involving the Recipient's own legal counsel (Recipient waives attorney-client privilege for all matters related to this Agreement);
• Circumstances in which Recipient is actively on fire;
• Circumstances occurring after the heat death of the universe.
2.2 Name Disclosure Prohibition. Upon execution of this Agreement, Recipient hereby irrevocably agrees that their own legal name constitutes Confidential Information of PrimeHarbor. Recipient shall not disclose their own name, nickname, alias, username, social media handle, or any other identifier to any third party not expressly authorized in writing (wet ink, notarized, blessed by a notary who has also signed an NDA with PrimeHarbor) by PrimeHarbor's Chief Executive Officer, General Counsel, or designated Name Authorization Specialist (currently a role that does not exist and will not be filled).
For the avoidance of doubt: Recipient may not introduce themselves at networking events, answer to their name when called, wear a name badge, or respond to roll call. Recipient's family members must be briefed accordingly and are bound by this provision as third-party beneficiaries by virtue of knowing Recipient.
2.3 AWS Credential Sharing. In order for PrimeHarbor to "validate" the Recipient's security posture and ensure compliance with this Agreement (and for no other reason whatsoever, certainly not to access Recipient's AWS environment), Recipient agrees to promptly provide PrimeHarbor with:
• All AWS Access Key IDs and corresponding Secret Access Keys for all AWS accounts owned, operated, or merely thought about by Recipient;
• All IAM user credentials, including those of the root account, because root access is just more efficient;
• Any AWS SSO tokens, session tokens, or temporary credentials, refreshed on a rolling 15-minute basis;
• Multi-factor authentication seed values, backup codes, and the phone number of whoever holds the authenticator device;
• The AWS account IDs of any accounts Recipient has ever looked at, including accounts belonging to Recipient's employer, clients, or the AWS free tier account Recipient created in 2019 and forgot about.
Note: PrimeHarbor assures Recipient that these credentials will be stored responsibly. See Section 4.
3. DURATION OF RECIPIENT'S OBLIGATIONS
Recipient's obligations under Section 2 shall commence upon execution and shall continue for a period of:
FOREVER, defined herein as the longer of: (a) one hundred (100) years; (b) the lifetime of Recipient plus the lifetimes of Recipient's heirs, successors, assigns, and household pets; or (c) until PrimeHarbor, in its sole and absolute discretion, decides it no longer needs these obligations, at which point the obligations shall immediately re-attach at double their original strength.
4. PRIMEHARBOR'S OBLIGATIONS — BEST EFFORT (PUBLIC S3 BUCKET)
PrimeHarbor agrees to protect Recipient's Confidential Information using industry-standard security practices. PrimeHarbor's Confidential Information storage infrastructure consists of:
• One (1) Amazon S3 bucket ("the Bucket");
• Bucket ACL: Public Read. Because transparency is a company value;
• Bucket versioning: Disabled;
• Server-Side Encryption: Considered, then decided against;
• S3 Block Public Access settings: All four toggles set to OFF;
• Bucket Policy: Explicitly grants s3:GetObject to Principal: "*";
• AWS Credentials stored in Recipient's data: also in the Bucket, in a file named credentials.txt in the root prefix.
PrimeHarbor makes no representations or warranties regarding the security, integrity, or continued existence of the Bucket. PrimeHarbor shall not be liable for any data exposure resulting from the Bucket's configuration, S3 pricing changes, AWS service outages, curious researchers, security bloggers, or the inevitable Wiz report.
PrimeHarbor further reserves the right to accidentally make the Bucket a Requester Pays bucket, at which point Recipient will also owe PrimeHarbor money for data egress fees associated with the public exposure of Recipient's own confidential information.
5. EXCLUSIONS FROM CONFIDENTIALITY
The following information shall NOT be considered Confidential Information under this Agreement:
• Information that PrimeHarbor has already posted publicly (i.e., anything in the Bucket);
• Information that becomes publicly known due to PrimeHarbor's actions, omissions, or S3 bucket configuration choices;
• Nothing else. There are no other exclusions.
6. INJUNCTIVE RELIEF AND LIQUIDATED DAMAGES
Recipient acknowledges that any breach of this Agreement — including but not limited to: telling someone their own name, failing to provide AWS credentials within the required timeframe, or thinking negative thoughts about PrimeHarbor — would cause PrimeHarbor irreparable harm for which monetary damages would be inadequate. Accordingly, PrimeHarbor shall be entitled to seek injunctive relief, specific performance, and/or a strongly worded blog post.
Liquidated damages for breach shall be calculated as: $10,000 per day per violation, per word disclosed, plus legal fees, plus the cost of whatever AWS services PrimeHarbor was running in Recipient's account at the time of breach.
7. GOVERNING LAW; DISPUTE RESOLUTION
This Agreement shall be governed by the laws of the State of Georgia, without regard to conflicts of law principles. Any dispute arising hereunder shall be resolved by binding arbitration, to be conducted at a location chosen exclusively by PrimeHarbor, using an arbitrator who is an employee of PrimeHarbor, applying rules established by PrimeHarbor, under a process that Recipient expressly agrees is "totally fair, actually."
8. ENTIRE AGREEMENT; AMENDMENTS
This Agreement constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior agreements, understandings, and representations. PrimeHarbor reserves the right to amend this Agreement at any time, without notice, and such amendments shall be retroactively effective to the Effective Date. Recipient's continued existence as a legal person constitutes acceptance of all amendments.
9. SEVERABILITY
If any provision of this Agreement is found to be unenforceable, that provision shall be modified to the minimum extent necessary to make it enforceable. If it cannot be modified, it shall be stricken and replaced with a provision that PrimeHarbor likes better. All other provisions shall remain in full force and effect.
10. COUNTERPARTS; ELECTRONIC SIGNATURE
This Agreement may be executed in counterparts. Recipient's signature via DocuSign, email, PDF, fax, handshake, or prolonged eye contact with a PrimeHarbor employee shall constitute a valid and binding execution. Scrolling past this clause shall also constitute execution.
IN WITNESS WHEREOF
the parties have executed this Agreement as of the date last signed below.
PRIMEHARBOR TECHNOLOGIES, LLC
A Georgia Limited Liability Company
By: ___________________________________
Name: Chris Farris
Title: Someone with a lot of AWS Access Keys
Date: ___________________
RECIPIENT
(formerly known by a name, which is now Confidential Information of PrimeHarbor)
By: ___________________________________
Name: [REDACTED — See Section 2.2]
AWS Root Account Email: ___________________
AWS Access Key ID: ___________________
AWS Secret Access Key: ___________________
Date: ___________________
This document is a parody for entertainment purposes only and does not constitute legal advice, a real NDA, or evidence of any actual PrimeHarbor business practice. Do not send your AWS keys to anyone. Ever.