Between:
[Company name and address]
____________________________
____________________________
and
[Your name and address]
____________________________
____________________________
1. On the understanding that both parties are interested in meeting to consider possible collaboration in developments arising from [your name]’s intellectual property it is agreed that all information, whether oral, written or otherwise, that is supplied in the course or as a result of so meeting shall be treated as confidential by the receiving party.
2. The receiving party undertakes not to use the information for any purpose, other than for the purpose of considering the said collaboration, without obtaining the written agreement of the disclosing party.
3. This Agreement applies to both technical and commercial information communicated by either party.
4. This Agreement does not apply to any information in the public domain or which the receiving party can show was either already lawfully in their possession prior to its disclosure by the other party or acquired without the involvement, either directly or indirectly, of the disclosing party.
5. Either party to this Agreement shall on request from the other return any documents or items connected with the disclosure and shall not retain any unauthorized copies or likenesses.
6. This Agreement, or the supply of information referred to in paragraph 1, does not create any licence, title or interest in respect of any Intellectual Property Rights of the disclosing party.
7. After X [numerals] years from the date hereof each party shall be relieved of all
obligations under this Agreement.
Signed [Your signature]
____________________________
For [Your business/trading name if relevant]
____________________________
Date
____________________________
Signed [Company representative’s signature]
____________________________
For [Company name]
____________________________
Date
____________________________
CONFIDENTIALITY AND NONDISCLOSURE AGREEMENT
WHEREAS, [YOUR NAME] agrees to furnish _____________________ certain confidential information relating to ideas, inventions or products for the purposes of determining an interest in developing, manufacturing, selling and/or joint venturing;
WHEREAS, _____________________ agrees to review, examine, inspect or obtain such confidential information only for the purposes described above, and to otherwise hold such information confidential pursuant to the terms of this Agreement.
BE IT KNOWN, that [YOUR NAME] has or shall furnish to _____________________ certain confidential information and may further allow _____________________ the right to discuss or interview representatives of [YOUR NAME] on the following conditions:
1. _____________________ agrees to hold confidential or proprietary information or trade secrets ("confidential information") in trust and confidence and agrees that it shall be used only for the contemplated purposes, shall not be used for any other purpose, or disclosed to any third party.
2. No copies will be made or retained of any written information or prototypes supplied without the permission of [YOUR NAME].
3. At the conclusion of any discussions, or upon demand by [YOUR NAME], all confidential information, including prototypes, written notes, photographs, sketches, models, memoranda or notes taken shall be returned to [YOUR NAME].
4. Confidential information shall not be disclosed to any employee, consultant or third party unless they agree to execute and be bound by the terms of this Agreement, and have been approved by [YOUR NAME].
5. This Agreement and its validity, construction and effect shall be governed by the laws of [insert jurisdiction].
AGREED AND ACCEPTED BY:
Date:_______________
By_____________________________ Witness:___________________________
Title:____________________________
By______________________________
Title__________________________
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