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Applicable to: All employees, consultants, interns, and contractors of Zemuria

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1. Context: Why This Policy Exists

Zemuria operates as a venture studio. Employees may be exposed to:
  • Stealth startup ideas
  • Founder pitches and internal memos
  • Unannounced investments and incubations
  • Proprietary research, code, product strategy, and market insights
Because of this environment, even well-intentioned side work can create serious conflicts of interest or IP leakage risks. This policy is designed to set clear, enforceable boundaries.

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2. Definition of Moonlighting

Moonlighting includes any paid or unpaid professional activity outside one’s employment with Zemuria, including but not limited to:
  • Freelance or contract work
  • Consulting or advisory roles
  • Board or angel positions
  • Side businesses or startups
  • Content monetization (courses, YouTube, paid communities)
  • Any recurring professional engagement
This applies regardless of whether the activity occurs outside working hours.

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3. Core Principles

Outside work is permitted only if all of the following are true:
  • It does not compete with Zemuria or any portfolio company
  • It does not overlap with problem spaces, markets, or ideas Zemuria is exploring or funding
  • It does not use Zemuria time, devices, systems, tools, or confidential information
  • It does not impair performance, availability, or focus
  • Zemuria always takes priority in case of conflict

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4. Mandatory Disclosure & Approval (Critical)

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Disclosure Channel

  • All moonlighting or external professional activities must be disclosed in advance
  • Disclosure must be made directly to HR
  • Managers may be consulted, but manager approval alone is insufficient

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Approval Requirement

  • Written approval from HR is mandatory before starting any such activity
  • Approval may be:
    • Granted
    • Granted with conditions
    • Denied
Failure to disclose itself constitutes a policy violation, even if the activity would otherwise be acceptable.

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5. Generally Acceptable Activities (With Prior HR Approval)

Subject to disclosure and written approval:
  • Occasional freelance or pro-bono work for friends or non-commercial causes
  • Limited speaking engagements (without recurring travel during workdays)
  • Advisory or board roles outside Zemuria’s investment or incubation domains, with minimal time commitment
  • Educational or creative content unrelated to Zemuria or its portfolio
Approval may include limits on time, scope, or public representation.

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6. Prohibited Activities (Strictly Not Allowed)

The following will not be approved under any circumstances:
  • Working for, advising, or building:
    • A competitor
    • A company in a related or adjacent problem space
    • Any business that could benefit from Zemuria or portfolio insights
  • Founding or materially contributing to a startup while employed at Zemuria
  • Consulting in areas Zemuria is actively incubating, investing in, or evaluating
  • Using knowledge gained from founder discussions, stealth projects, or internal evaluations
  • Any activity that meaningfully distracts from assigned responsibilities

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7. Intellectual Property, Inventions & Startups Created During Employment

  • Any invention, idea, product, code, business concept, or startup:
    • Created using Zemuria devices, systems, tools, data, prompts, models, or information, or
    • Created using confidential knowledge gained through employment, or
    • Created during the term of employment and related to Zemuria’s business or portfolio domains
shall be deemed to be the exclusive intellectual property of Zemuria, to the maximum extent permitted by law.

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Assignment Obligation

Employees hereby agree to:
  • Fully assign all such intellectual property to Zemuria
  • Execute any documents required to perfect such assignment

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Startups Created Using Zemuria Resources

If an employee creates or contributes to a startup or business that:
  • Uses Zemuria resources, or
  • Leverages Zemuria confidential information, or
  • Falls within Zemuria’s current or reasonably anticipated business scope
Then Zemuria shall have, at its discretion:
  • Full ownership rights, or
  • Right of first refusal (ROFR) to acquire the business, or
  • Right to acquire the business at nominal or zero consideration, where legally permissible
The exact mechanism will be determined by Zemuria based on applicable law and facts.
This clause exists to prevent misuse of insider access, not to discourage innovation.

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8. Portfolio & Stealth Protection

Employees may not:
  • Reuse, adapt, or externalize ideas from founders or portfolio companies
  • Build “parallel” startups inspired by internal exposure
  • Share non-public information in any form
These obligations survive termination of employment.

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9. Use of Company Resources

Employees must not use:
  • Company laptops or devices
  • Internal tools, software, prompts, or models
  • Company time or communication channels
for any outside professional activity.

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10. Enforcement & Consequences

Violations of this policy may result in:
  • Withdrawal of approval
  • Disciplinary action
  • Termination for cause
  • Legal action, including IP recovery, where applicable

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11. When in Doubt

Moonlighting decisions are contextual. If uncertain:
Disclose to HR first. Do not assume approval.
Zemuria encourages transparency but will act firmly to protect its founders, portfolio companies, and intellectual property.