Proprietary Technology & Trade Secrets Notice

This Notice is issued by Prodia Systems Ltd ("Prodia") in accordance with the European Union (Protection of Trade Secrets) Regulations 2018 (S.I. No. 188/2018) transposing Directive (EU) 2016/943 on the protection of undisclosed know-how and business information against their unlawful acquisition, use and disclosure, and is governed by the laws of Ireland.

1. Declaration

Prodia hereby gives notice that the following constitute, individually and in combination, proprietary technology, confidential know-how and trade secrets of Prodia Systems Ltd:

• the prodia.dev autonomous software development lifecycle ("SDLC") system;
• autonomous and semi-autonomous agent orchestration mechanisms, including planners, routers, critics, evaluators and supervisors;
• continuous learning systems, falsification loops, feedback ingestion pipelines and self-improvement mechanisms;
• governance, oversight, risk-scoring, explainability and rollback systems;
• workflows, decision graphs, escalation policies and approval chains;
• methodologies for converting product intent into validated, deployable software;
• prompt libraries, system prompts, evaluation rubrics and benchmark suites;
• model selection logic, fine-tunes, adapters, embeddings and routing heuristics;
• internal telemetry, datasets, training corpora and curated knowledge bases;
• technical documentation, runbooks, threat models and architectural designs.

2. Status under EU Law

Each of the items listed above (a) is not, as a body or in the precise configuration and assembly of its components, generally known among, or readily accessible to, persons within the circles that normally deal with the kind of information in question; (b) has commercial value because it is secret; and (c) is subject to reasonable steps by Prodia to keep it secret, including access controls, contractual confidentiality obligations, logging, segmentation, encryption and personnel training. Accordingly, such items are "trade secrets" within the meaning of Article 2(1) of Directive (EU) 2016/943 and Regulation 3 of S.I. No. 188/2018.

3. Prohibited Conduct

No person may, without the prior written authorisation of Prodia:

• copy, reproduce, distribute, publish, port, mirror or republish any of the trade secrets identified above;
• reverse engineer, decompile, disassemble, probe or otherwise attempt to derive any of those trade secrets, except to the limited extent such restriction is prohibited by Article 6 of Directive 2009/24/EC;
• use any such trade secret to develop, train, fine-tune, evaluate or benchmark a competing product, model or service;
• disclose any such trade secret to a third party, whether in whole or in part, in original or paraphrased form;
• circumvent technical, contractual or organisational measures used by Prodia to protect such trade secrets.

Conduct of the kinds described in Article 4 of Directive (EU) 2016/943 — including unlawful acquisition, use or disclosure of trade secrets, and the production, offering or placing on the market of infringing goods — is expressly prohibited and will be pursued to the fullest extent permitted by law.

4. No Implied Licence

Access to the Service does not grant any licence, ownership interest, or other right in the trade secrets identified above. All rights are expressly reserved. Output generated by the Service is provided subject to the Terms of Service and the Intellectual Property Policy and does not include any underlying trade secret.

5. Remedies

Without prejudice to any other rights, Prodia will pursue all available civil and, where appropriate, criminal remedies in respect of any unlawful acquisition, use or disclosure of its trade secrets, including interim and final injunctive relief, corrective measures, the destruction or recall of infringing goods, damages, account of profits, and publication of judicial decisions, as provided for under Articles 10 to 15 of Directive (EU) 2016/943 and Regulations 9 to 16 of S.I. No. 188/2018.

6. Reporting

Suspected misappropriation of Prodia trade secrets may be reported confidentially to legal@prodia.dev. Lawful reporting of misconduct, wrongdoing or illegal activity by whistleblowers, in accordance with Directive (EU) 2019/1937 and the Irish Protected Disclosures Acts, is not restricted by this Notice.

7. Governing Law

This Notice is governed by the laws of Ireland and the law of the European Union. The courts of Ireland have exclusive jurisdiction over any dispute arising out of or relating to this Notice.