Idea Listing Confidentiality Agreement (DRAFT)
⚠️ Draft for review by a qualified attorney.
Effective date: August 12, 2026 · Provider: Todd Fishman (doing business as "Cinderella", "we", "us") — an LLC or C-Corp will be formed before the platform scales.
This Idea Listing Confidentiality Agreement ("Agreement") governs your access to and use of protected idea listings on Cinderella. It supplements our Terms of Service and Buyer Agreement. By viewing any protected idea pitch on Cinderella, you ("viewer", "you") agree to be bound by this Agreement.
1. Background
Cinderella hosts two types of listings: repos (code) and ideas (written concepts). Some idea listings include a public teaser anyone can view and a "protected full pitch" accessible only after you sign in and acknowledge this confidentiality agreement. Your access to protected idea pitches is logged.
This Agreement creates a binding confidentiality obligation that applies every time you view a protected idea pitch, whether or not you go on to purchase the listing.
2. Definitions
2.1 "Protected Idea Materials"
The full pitch content unlocked after you acknowledge this Agreement, including: the full written pitch; any attachments, documents, diagrams, mockups, or media in the protected section of the listing; any private communications from the seller within the listing context; and any related seller-provided materials not publicly visible without acknowledgment.
2.2 "Confidential Information"
The Protected Idea Materials and any information derived from or based on them.
2.3 What is NOT Confidential Information
This Agreement does not cover information that:
- Was publicly available before you accessed the Protected Idea Materials, or
becomes publicly available afterward through no breach by you
- Was already known to you before access, as evidenced by your written records
- Is independently developed by you without use of or reference to the
Protected Idea Materials
- Is lawfully received from a third party not under a confidentiality
obligation
- Is the public teaser copy visible without acknowledgment
- Consists of the general concept or underlying idea (ideas are not protectable
by copyright; only their specific expression and materials are protected here)
3. Your confidentiality obligations
By viewing any Protected Idea Materials, you agree:
3.1 Evaluation purpose only
You access the Protected Idea Materials solely to evaluate whether to purchase the listing or pursue a transaction with the seller.
3.2 No ownership or rights transferred
Viewing transfers no ownership, license, or other rights. Rights transfer only if you complete a purchase, per the listing and Bill of Sale.
3.3 Prohibited uses
Without purchasing the listing, you will not:
- Copy, download, screenshot, or reproduce the Protected Idea Materials
- Share, disclose, distribute, or publish them to any third party
- Use them to develop, build, or commercialize a product, service, or business
- Use them to train AI models, whether your own or third-party
- Reverse-engineer or extract them from the platform for any purpose other than
evaluating the purchase
- Use them to compete with the seller or assist a competitor
3.4 No obligation to purchase
This Agreement does not obligate you to purchase. You may view the Protected Idea Materials and decide not to proceed.
3.5 No partnership or employment
Nothing here creates any partnership, joint venture, employment, or agency relationship between you and the seller or between you and Cinderella.
4. Access logging
When you view Protected Idea Materials, Cinderella logs your user ID and account email, the listing ID and version of the terms acknowledged, the timestamp of access, and IP/device information as described in the Privacy Policy. This log is maintained for enforcement and may be disclosed to the seller or to law enforcement if a breach is suspected.
5. Duration and survival
5.1 Duration of obligations
Your confidentiality obligations survive: whether or not you purchase; the close of the inspection window if you do purchase; any refund or dispute resolution; termination of your Cinderella account; and removal of the listing from the platform.
5.2 Trade secrets
To the extent any Protected Idea Materials constitute trade secrets under applicable law, your obligations continue for as long as the information remains a trade secret.
6. Enforcement and remedies
6.1 Irreparable harm
You acknowledge that a breach of this Agreement may cause irreparable harm to the seller and to Cinderella for which monetary damages alone may be inadequate.
6.2 Injunctive relief
On breach or threatened breach, the seller and/or Cinderella may seek injunctive relief or other equitable remedies, in addition to any other remedies at law or in equity.
6.3 Actual damages
The seller and/or Cinderella may pursue actual damages resulting from your breach, including any profits gained from unauthorized use of the Protected Idea Materials.
6.4 Platform enforcement
If we become aware of a breach, we may suspend or terminate your account, revoke your access to all protected idea listings, notify the seller, cooperate with the seller's enforcement efforts, and report the breach to law enforcement if we believe a law has been violated.
6.5 Indemnification
You agree to indemnify and hold harmless Cinderella and the seller from any claims, damages, losses, or expenses (including reasonable attorneys' fees) arising from your breach of this Agreement.
7. Relationship to other documents
- Terms of Service: this Agreement supplements and is incorporated into the
Terms of Service by reference.
- Buyer Agreement: if you purchase an idea listing, the
Buyer Agreement governs the transaction. The confidentiality obligations here survive the purchase and are restated in the Buyer Agreement's confidentiality section.
- Seller Agreement: sellers who list an idea with a protected full pitch
agree to these terms being applied to viewers of their pitch.
8. General provisions
- Governing law: the laws of the State of Washington, without
regard to conflict-of-law principles.
- Dispute resolution: disputes are subject to the dispute-resolution
provisions of the Terms of Service, including arbitration and the class action waiver.
- Amendments: we may update this Agreement; material changes are posted
with an updated effective date, and continued access constitutes acceptance.
- Severability: if any provision is unenforceable, the rest remain in
force.
- No waiver: failing to enforce a provision does not waive it.
Contact: legal@cinderella.fyi
