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Friends of the National Liver Waiting List logo Friends of the National Liver Waiting List Foundation National patient advocacy with operational support

Confidentiality and Non-Disclosure Agreement

NF-NDA, version 2026-10-28. Accepted with its own checkbox on the intake form.

Document ID: NF-NDA Version: 2026-10-28

1. Parties

This Confidentiality and Non-Disclosure Agreement ("NDA") is between Friends of the National Liver Waiting List Foundation ("Friends") and the individual who checks the NF-NDA box ("you"). If you accept on behalf of another person, you confirm you are authorized to do so, and "you" includes both of you. If you accept as part of your work for a hospital, transplant center, medical practice, business, or other organization, you accept for yourself and for that organization; every individual who receives access must accept this NDA personally.

You accept this NDA by checking the box labeled with this document's name and version and submitting the intake form. It is separate from, and in addition to, the National Friends End-User License Agreement (NF-EULA).

2. Purpose

Friends will give you access to confidential tools and information, and an Orientation with its staff, so that you can understand and plan your own, or your family member's, liver transplant care, or assist an individual or family who is seeking assistance from Friends (the "Purpose").

3. Confidential Information

"Confidential Information" means all non-public information Friends makes available to you through the Tools or Orientation, in any form (on screen, downloaded, printed, spoken, or in page source or network data), including:

  1. the Dual Listing Guide and Workbook (as written by Friends);
  2. Compare Transplant Centers rankings, scores, comparisons, and the methods behind them;
  3. calculator logic, formulas, and results;
  4. AI Data Assistant responses and the data behind them, including prompts and indexes;
  5. interactive maps, including the MMaT topography and donor-supply views, and their derived data, including geometry and center-location data;
  6. software, source code, data files, and page structure of the locked pages;
  7. Orientation materials and staff guidance; and
  8. anything marked confidential, proprietary, or patent pending, or that a reasonable person would understand to be confidential.

The Tools contain trade secrets and patent-pending technology.

4. What is not Confidential Information

Confidential Information does not include information that:

  1. is or becomes publicly available without breach of this NDA, including SRTR, OPTN, CMS, and other government-published data in the form those sources publish it;
  2. you already knew lawfully before receiving it from Friends;
  3. you receive lawfully from someone who has no duty to keep it confidential; or
  4. is your own personal or medical information, including what you write into the Workbook about yourself.

5. Your obligations

You will:

  1. use Confidential Information only for the Purpose;
  2. not disclose it to anyone except Permitted Recipients: your physicians and transplant team, and the family members or caregivers directly involved in your care. You will tell them it is confidential and not to share it further;
  3. not post, publish, or share it online, on social media, in forums, with the media, or with any company, transplant center (other than your own care team), insurer, broker, or researcher;
  4. not upload or enter it into any AI system (including a chatbot) or any dataset outside the Site;
  5. not copy, screenshot, record, save page source, or extract data, except that:
    • you, and no one but you, may save and use the page source of a Tools page solely to provide it to your care team; and
    • any other person or organization, such as a hospital or transplant center, may do so only if that person is, or is a family member of, an individual seeking assistance from Friends and has personally completed Orientation and accepted both this NDA and the NF-EULA;
  6. protect it with at least reasonable care; and
  7. tell Friends promptly if you learn of any unauthorized use or disclosure.

6. Legally required disclosure

If law or legal process, such as a subpoena or court order, requires you to disclose Confidential Information, you may disclose only what is required. Where legally allowed, you will notify Friends first so it can seek protection.

7. Rights this NDA does not limit

Nothing in this NDA limits your right to:

  1. discuss your own health and care, including your diagnosis, with any physician or other provider, including any transplant center;
  2. seek evaluation or listing at any transplant center, including more than one;
  3. exercise any right you have as a transplant candidate or patient under federal or state law; or
  4. communicate with any government agency, including to report possible violations of law or file a complaint.

Defend Trade Secrets Act notice (18 U.S.C. § 1833(b)). You will not be held criminally or civilly liable under any federal or state trade secret law for disclosing a trade secret (a) in confidence to a government official or to an attorney solely to report or investigate a suspected violation of law, or (b) in a complaint or other document filed under seal in a lawsuit or other proceeding.

8. Ownership; no license

Confidential Information remains the property of Friends of the National Liver Waiting List Foundation, the owner of the Tools and the applicant for the related pending patents. Any third party that uses Friends' technology does so under a license from Friends. This NDA grants you no license. Your right to use the Tools comes only from the NF-EULA.

9. Return or deletion

When your access ends, or if Friends asks, you will stop using Confidential Information and delete or destroy downloaded copies of Friends' materials, except your own entries in the Workbook and copies held by your care team in your medical record.

10. Term

This NDA starts when you accept it. Your obligations continue indefinitely and survive the end of your access to the Tools. If a court decides that an indefinite term is unenforceable for any Confidential Information that is not a trade secret, the obligations for that information last for the longest period the court will enforce.

11. Remedies

Unauthorized use or disclosure may cause Friends irreparable harm that money cannot fully repair. Friends may seek an injunction or other court order, without posting bond where the law allows, in addition to any other remedy. Friends may also suspend or end your access to the Tools.

12. No obligation to disclose; no warranty

Friends is not required to disclose any particular information. Confidential Information is provided "as is," as described in the NF-EULA.

13. General

  • Governing law and venue. As stated in NF-EULA Section 20.
  • Entire agreement. This NDA and the NF-EULA are the entire agreement on confidentiality. If they conflict on confidentiality, this NDA controls.
  • Severability. If any part is unenforceable, it will be limited to the minimum extent necessary and the rest stays in effect.
  • Changes. A new version requires your acceptance before continued use.
  • Language. Translations are provided for convenience. The English version controls.
  • Accessibility. Available on request in other formats, including large print and audio.

14. Contact

Friends of the National Liver Waiting List Foundation support@nationalfriends.org · +1 (866) 521-6319 (Relay: 711)