NON-DISCLOSURE AGREEMENT.

NON-DISCLOSURE AGREEMENT.

This Non-disclosure Agreement (hereinafter referred to as the “Agreement”) is made and entered on this ____ day of _____ 2020 (the “effective date”), between _____________, Address __________, (hereinafter referred to as the “Company”), and _________________, Address _____________, (herein referred to as the “IT Company”).

WHEREAS, the Parties have a separate contract requiring the IT Company to create a Reservation Software for the company and launch the final project within a period of _____ months.

NOW THEREOF, in consideration of the mutual covenants and promises made by the Parties hereto, the Parties covenant and agree as follows:

  1. DEFINITION OF CONFIDENTIAL INFORMATION.
    1. For the purpose of this Agreement, “Confidential Information” means any information pertaining to the Software Development Agreement between the Parties, the budget for the Software Development Agreement project as well as the concept for the project. The IT Company cannot share the Company’s personal information or the concept covered under the Software Development Agreement with a third party without the Company’s written consent. The IT Company shall not share or reveal the Company’s personal information and/or the concept of the Software Development Agreement with a third party or the public after the termination of the work contract.
    1. For the period of the Software Development Agreement between the Parties herein and after the termination of the said contract, the IT Company shall not discuss the content of this Agreement with a 3rd Party.
    1. The Contractor shall not outsource for the purpose of the Website Development Agreement or this Agreement without the Client’s prior written consent.
  2. GENERAL PROVISION, GOVERNING LAW AND JURISDICTION.
    1. This Agreement contains the entire Agreement between the Parties relating to the subject matter hereof and supersedes any and all prior agreements or understandings, written or oral, between the parties related to the subject matter hereof.  No modification of this Agreement shall be valid unless made in writing and signed by both parties hereto.
    1. This Agreement shall be governed by and construed in accordance with the laws of the ____________ [State/Country]. Exclusive jurisdiction and venue shall be in _____________ [State/Country].
    1. Attorneys’ Fees.  If one party commences any action or proceeding against the other to enforce the terms of this Agreement, the prevailing Party will be entitled to an award against the other Party for all reasonable attorneys’ fees, costs and expenses incurred by the prevailing Party in connection with the action or proceeding and in connection with the enforcement of any judgment or order the prevailing party obtains.
    1. This Agreement shall be binding upon and inure to the benefit of the IT Company and the Company and their respective successors and assigns, provided that the IT Company may not assign any of their obligations under this Agreement without the Company’s prior written consent. 
    1. Each party represents and warrants to the other that such party has acted in good faith, and agrees to continue to so act, in the negotiation, execution, delivery, performance, and any termination of this Agreement.
    1. Any and all notices or demands by or from the Company to the IT Company, or by or from the Company to the IT Company, shall be in writing and shall be served either by regular United States mail, Certified or Registered Mail, return receipt requested, postage prepaid or by recognized overnight courier service.  If such notice is served by mail in the manner herein provided, service shall be conclusively deemed made forty-eight (48) hours after the deposit thereof in the United States mail or on the next business day after submission to the overnight courier service, addressed to the party to whom such notices or demand is to be given, at the following addresses:

IN WITNESS WHEREOF, this Agreement has been executed by the parties as of the Effective Date.

COMPANY.                                                                IT COMPANY.

______________________                                        ________________________

Signature                                                                            Signature                            _____________________                                         _________________________

Contact Information                                                          Contact information

_____________________                                           _________________________

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