CONFIDENTIALITY AGREEMENT
This Confidentiality Agreement (hereinafter referred to as the “Agreement”) is made
between Interactive NCLEX Tutoring LLC (hereinafter referred to as the “Institution”)
and _______________ (hereinafter referred to as the “Videographer”). Together
referred to as “parties.”
The parties agree as follows; –
1. Term.
The parties herein agree that the terms of this Agreement shall exist throughout the
provision of the services herein (estimated four weeks) and even after the
termination of this Agreement.
2. Services.
Parties herein gave agreed for the Videographer to provide the following; –
i. Pre-Production
The videographer and team will meet with the institution to discuss
strategies for how to prepare for the shooting of the videos.
The videographer will also serve as a consultant to guide the project
using industry best practices.
ii. Production
The videographer and team will set aside 3-7 film days to record
NCLEX course content, including a total of 52- 5 minutes videos for
storytelling education.
The videographer will use the institution’s studio and equipment and
provide any missing necessary equipment such as a teleprompter,
camera, lighting, and audio for the project.
iii. Post-Production
The videographer will set aside 14 editing days to edit the 52 videos,
which will also include the addition of logo-intro-otro-institution branding
colors, graphics stock images, royalty-free music, and production of
videos to be watched on the institution Learning Management Platform.
3. Payment.
In consideration of the videographer providing the services mentioned above, they
will receive the payment of $5500 in total. $2000 will be the deposit to enable the
videographer to start and complete the pre- and production phases. $2000 will be
used to commence the Post-production phase (editing). The balance of $1500 will be
paid after the completion of the editing phase.
4. Confidential Information.
Parties herein agree that Confidential information is proprietary information relating
to the Institution’s business, including but not limited to business and financial
records, intellectual property, proprietary data, software developed, and any other
information that is disclosed that will affect the business of the Institution.
The Institution and the Videographer agree that all trade secrets and confidential
information disclosed to the Videographer during this relationship will be kept strictly
confidential and will further provide means to ensure complete protection to the
Institution should a question of unauthorized use or disclosure of such information
arise.
The Videographer agrees that the Confidential Information is of extreme value to the
Institution and would cause irreparable harm if disclosed to other persons or utilized
by the Videographer for unauthorized purposes.
5. Non-Disclosure.
Without the prior written consent of the Institution, the Videographer agrees and
undertakes not to; –
i. Disclose any confidential information to any third party;
ii. Make any copies and distribute any document regarded as Confidential
Information;
6. Intellectual Property.
The Institution’s ideas and products are intellectual properties that are copyrighted
and trademarked.
Parties agree that any software/videos developed by the Videographer on behalf of
the Institution are the proprietary property of the Institution.
7. Dispute/Conflict Resolution.
In the event of a dispute between the parties herein, the parties shall first attempt to
negotiate to reach a consensus mutually. However, if it fails, the dispute shall be
resolved through mediation in accordance with the laws of Florida.
Parties shall bear their costs for the mediation.
8. Governing Law.
This Agreement shall be governed and construed in accordance with the laws of
Florida.
9. Relationship.
The relationship between the parties herein is that of an independent contractor.
Nothing in this Agreement shall be construed as a partnership, joint venture, or
employee.
10. Severability.
If any part of this Agreement is deemed invalid or unenforceable, the same shall be
severed from this Agreement, and the remaining provisions shall continue to be in
effect.
11. Waiver.
The failure of any party to exercise any right or provision of this Agreement shall not
be a waiver of any prior or subsequent rights.
12. Assignment.
The parties herein may not assign or transfer their rights or obligations under this
Agreement without the parties’ prior written consent.
THE INSTITUTION; –
Name:
____________________________
Signature:
_________________________
Designation:
_______________________
Date:
_____________________________
THE VIDEOGRAPHER; –
Name:
____________________________
Signature:
_________________________
Designation: _______________________
Date:
_____________________________
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