Posted on by Susan

First Update – Great News!

Susan and I are happy that you are part of our new and exciting horse racing venture. We’ve known many of you for years, some since the 1990s when my stats were in book form and some have even journeyed with us through our online statistical reports. Welcome All! Susan and I perceive this venture the best one of all.

We’re at the point where we wish to keep our syndicate progress among us and our Members so we chose to build the private secured area now so we can post all updates. We had Cindy create pages that we will use in the future to eventually post our bets as well as the results.

There is much to do behind the scenes in putting this intricate project together and while our venture is in the building stages there won’t be a lot of updates to post.

That said we have Great News to report for our first private post that hopefully will uplift everyone in the midst of all the negatives going on with the Corona Virus outbreak. We’ve given the programmers $20K down and they have agreed to begin building the betting program the first of April! This gives us the essential time to accurately list all the data points, and there are many that they need to write. This involves telling them, step by step, exactly what we want them to do and they in turn write the code to these specifications. There are millions of data points to list requiring tedious input and accuracy which is why during this phase we will not have a lot of updates to report . We will however need to hire a mathematician by early May so it is very important for everyone who has committed that invested a 1/3 that the second 1/3 of the investment be in hand by the end of April.

The cost to build this alone we were told will run 40K. To date we have 11 investors which is enough to get this in motion and we’ve decided to temporarily stop promoting this venture until the betting program is complete. We did this for two reasons; the first is our credit card processing company. The last investment for 3 full shares the credit card processor held and required us to return the funds believing these were for betting subscriptions stating these were prohibited by their sponsoring bank. We have made arrangements and are already set up with a new processor that understands what we are putting together though they suggest a better way for anyone who wishes to use a cc for this investment is to run the charges through in increments over several days as opposed to all at once or for the investor to fill out one of these authorization forms edbain.com CC-Authorization-Form.pdf and mail these to us where we can take care of this for you. The second reason we are temporarily holding off on promoting our venture is because the 11 investments allow us to get the most critical part of our venture in motion and this will be at Ed’s full direction. It is known that Ed has Cancer and though he is fighting and still has many good days, we know it is imperative now to move forward and by doing so we are assured at getting the betting program completed with his input which is why we are confident of success. The programmers are saying with the massive amounts of the algorithms they need to create that this will take until late July or early August to complete. Once done, the investment per share amount will increase and we already have verbal commitments for most of the shares remaining.

Re the remaining partial shares, if you can mail a check that would be great. If not, by the end of April please use this link; https://edbain.com/store/?model_number=7117060 to send in the second 1/3rd of your investment using two back to back days.

Should you have interest in additional shares now would be the time to add them.

In May we also will be setting up the new LLC and at that time we’re probably going to need additional information from each investor for their share as well as for tax purposes.

Lastly because Ed and I both face chronic illness issues we are taking all necessary precautions to avoid this corona virus and sincerely hope everyone who faces chronic issues will do the same. We are staying in as much as possible, ordering on line for groceries and drugs and wearing plastic gloves and masks when we do venture out. Please be safe as this virus is serious especially for anyone who is ill.

We have a great thing going here and Susan and I look forward to sharing all the positives with everyone involved 🙂 Let em roll at the quarter poll………


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Non-Disclosure

Non-Disclosure Agreement

This Non-disclosure Agreement (this “Agreement” is effective as of May 08, 2020 the “Effective Date”), by and between Zen Racing Stats LLC (the “Owner”), of 8465 W Sahara Ave Suite 111-515, Las Vegas, Nevada 89117, and all LLC Members (the “Recipient”) where

Zen Racing Stats LLC will be sharing proprietary information with all its members, investors, and silent partners and as long as they own stock in and/or work for Owner in any capacity is prohibited from sharing, giving away, selling, showing or collaborating with to any person and/or entity outside Zen Racing Stats LLC company indefinitely.

The Owner has requested and the Recipient agrees that the Recipient will protect the confidential material and information which may be disclosed between the Owner and the Recipient. Therefore, the parties agree as follows:

I. CONFIDENTIAL INFORMATION. The term “Confidential Information” means any information or material which is proprietary to the Owner, whether or not owned or developed by the Owner, which is not generally known other than by the Owner, and which the Recipient may obtain through any direct or indirect contact with the Owner Regardless of whether specifically identified as confidential or proprietary. Confidential Information shall include any information provided by the Owner concerning the business, technology and information of the Owner deals, including, without limitation, business records and plans, trade secrets, technical data, product ideas, contracts, financial information, pricing structure, discounts, computer programs and listings, source code and/or object code, copyrights and intellectual property, inventions, sales leads, strategic alliances, partners, and customer and client lists. The nature of the information and the manner of disclosure are such that a reasonable person would understand it to be confidential.

A. “Confidential Information” does not include:

– matters of public knowledge that result from disclosure by the Owner;

– information rightfully received by the Recipient from a third party without a duty of confidentiality;

– information independently developed by the Recipient;

– information disclosed by operation of law;

– information disclosed by the Recipient with the prior written consent of the Owner;

– information disclosed by the Recipient with the prior written consent of the Owner; and any other information that both parties agree in writing is not confidential

II. PROTECTION OF CONFIDENTIAL INFORMATION. The Recipient understands and acknowledges that the Confidential Information has been developed or obtained by the Owner by the investment of significant time, effort and expense, and that the Confidential Information is a valuable, special and unique asset of the Owner which provides the Owner with a significant competitive advantage, and needs to be protected from improper disclosure. In consideration for the receipt by the Recipient of the Confidential Information, the Recipient agrees as follows:

A. No Disclosure. The Recipient will hold the Confidential Information in confidence and will not disclose the Confidential Information to any person or entity without the prior written consent of the Owner.

B. No Copying/Modifying. The Recipient will not copy or modify any Confidential Information without the prior written consent of the Owner.

C. Unauthorized Use. The Recipient shall promptly advise the Owner if the Recipient becomes aware of any possible unauthorized disclosure or use of the Confidential Information.

D. Application to Employees. The Recipient shall not disclose any Confidential Information to any employees of the Recipient, except those employees who are required to have the Confidential Information in order to perform their job duties in connection with the limited purposes of this Agreement. Each permitted employee to whom Confidential Information is disclosed shall sign a non-disclosure agreement substantially the same as this Agreement at the request of the Owner.

III. UNAUTHORIZED DISCLOSURE OF INFORMATION – INJUNCTION. If it appears that the Recipient has disclosed (or has threatened to disclose) Confidential Information in violation of this Agreement, the Owner shall be entitled to an injunction to restrain the Recipient from disclosing the Confidential Information in whole or in part. The Owner shall not be prohibited by this provision from pursuing other remedies, including a claim for losses and damages.

IV. NON-CIRCUMVENTION. For a period of five (5) years after the end of the
term of this Agreement, the Recipient will not attempt to do business with, or otherwise solicit any business contacts found or otherwise referred by Owner to Recipient for the purpose of circumventing, the result of which shall be to prevent the Owner from realizing a profit, fees, or otherwise, without the specific written approval of the Owner. In such circumvention shall occur the Owner shall be entitled to any commissions due pursuant to this Agreement or relating to such transaction.

V. RETURN OF CONFIDENTIAL INFORMATION: Upon the written request of the Owner, the Recipient shall return to the Owner all written materials containing the Confidential Information. The Recipient shall also deliver to the Owner written statements signed by the Receipt certifying that all materials have been returned within five (5) days of receipt of the request.

VI. RELATIONSHIP TO PARTIES. Neither party has an obligation under this Agreement to purchase any service or item from other party, or commercially offer any products using or incorporating the Confidential Information. This Agreement does not create any agency, partnership, or joint venture.

VII. NO WARRANTY. The Recipient acknowledges and agrees that the Confidential Information is provided on an “AS IS” basis. THE OWNER MAKES NO WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE CONFIDENTIAL INFORMATION AND HEREBY EXPRESSLY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT SHALL THE OWNER BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, OR CONSEQUENTIAL DAMAGES IN CONNECTION WITH OR ARISING OUT OF THE PERFORMANCE OR USE OF ANY PORTION OF THE CONFIDENTIAL INFORMATION. The Owner does not represent or warrant that any product or business plans disclosed to the Recipient will be marketed or carried out as disclosed, or at all. Any actions taken by the Recipient in response to the disclosure of the Confidential Information shall be solely at the risk of the Recipient.

VIII. LIMITED LICENSE TO USE. The Recipient shall not acquire any intellectual property rights under this Agreement except the limited right to use as set forth above. The Recipient acknowledges that, as between the Owner and the Recipient, the Confidential Information and all related copyrights and other intellectual property rights, are (and at times will be) the property of the Owner, even if suggestions, comments, and/or ideas made by the Recipient are incorporated into the Confidential Information or related materials during the period of the Agreement.

IX. INDEMNITY. Each party agrees to defend, indemnify, and hold harmless the other party and its officers, directors, agents, affiliates, distributors, representatives, and employees from any and all third party claims, demands, liabilities, costs and expense, including reasonable attorney’s fees, cost and expenses resulting from the indemnifying party’s material breach of any duty. representation, or warranty under this Agreement.

X. ATTORNEY’S FEES. In any legal action between the parties concerning this Agreement, the prevailing party shall be entitled to recover reasonable attorney’s fees and costs.

XI. TERM. The obligations of this Agreement shall survive Indefinitely from the Effective Date or until the Owner sends the Recipient written notice releasing the Recipient from this Agreement. After that, the Recipient must continue to protect the Confidential Information that was received during the term of this Agreement from unauthorized use or disclosure indefinitely.

XII. GENERAL PROVISIONS. This Agreement sets forth the entire understanding of the parties regarding confidentiality. Any amendments must be in writing and signed by both parties. This Agreement shall be construed under the laws of the State of Nevada. This Agreement shall not be assignable by either party. Neither party may delegate its duties under this Agreement without the prior written consent of the other party. The confidentiality provisions of this Agreement shall remain in full force and effect at all times in accordance with the term of this Agreement. If any provision of this Agreement is held to be invalid, illegal or unenforceable, the remaining portions of this Agreement shall remain in full force and effect and construed so as to best effectuate the original intent and purpose of this Agreement.

XIII. WHISTLEBLOWER PROTECTION. This Agreement is in compliance with the Defend Trade Secrets Act and provides civil or criminal immunity to any individual for the disclosure of trade secrets; (1) made in confidence to a federal, state, or local government official, or to an attorney when the disclosure is to report suspected violations of the law; or (11) in a complaint or other document filed in a lawsuit if made under seal.

XIV. SIGNATORIES. This Agreement shall be executed by Susan L. Sweeney Bain, Owner, on behalf of Zen Racing Stats LLC and Recipient and delivered in the manner prescribed by law as of the date first written above.