NON-DISCLOSURE AGREEMENT

February 29, 2024

NON-DISCLOSURE AGREEMENT.

This Non-Disclosure Agreement (hereinafter referred to as the “Agreement”) is made between XXXX(hereinafter referred to as the “Contractor”) and ______________ (hereinafter referred to as the “Sub-Contractor”). Together referred to as “parties”.

The parties agree as follows; –

The parties herein agree that the terms of this Agreement shall exist throughout the provision of the services herein and even after the termination of this Agreement.

Parties agree that the Party shall not receive any compensation for services rendered pursuant to the terms herein.

  1. Confidential Information.

Parties herein agree that Confidential information is proprietary information relating to the parties’ 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 parties.

The Parties agree that all trade secrets and confidential information disclosed during this relationship will be kept strictly confidential and will further provide means to ensure complete protection to the parties should a question of unauthorized use or disclosure of such information arise.

The Parties agree that the Confidential Information is of extreme value to the parties and would cause irreparable harm to their respective businesses if disclosed to other persons or utilized by either Party or the Parties’ agents for unauthorized purposes.

  1. Non-Disclosure.

Without the prior written consent of either party, the Parties agree and undertake not to; –

  1. Disclose any confidential information to any third party;
  2. Make any copies and distribute any document regarded as Confidential Information;

 

  1. Intellectual Property.

Parties agree that anything created or leased or financed by the Sub-Contractor will be considered their intellectual property.

  1. Dispute/Conflict Resolution.

In the event of a dispute between the parties herein, the parties shall first attempt to resolve the dispute through mediation. If mediation fails, the dispute shall be referred to arbitration in accordance with the laws of the State of Florida whose decision shall be binding.

Parties shall bear their costs for arbitration

  1. Governing Law.

This Agreement shall be governed and construed in accordance with the laws of the State of XXX.

 

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.

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.

The parties herein may not assign or transfer their rights or obligations under this Agreement without the parties’ prior written consent.

Signed by the Contractor; –

Name: _____________________________

Signature: _________________________

Designation: _______________________

Date: ______________________________

Signed by the Sub-Contractor; –

Name: _______________________________

Signature: ____________________________

Designation: _________________________

Date: ________________________________

 

 

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