This Agreement is signed by the following parties on _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
1._ _ _ _ _ _ _ _ (hereinafter referred to as? Party a? );
Address: _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _;
Postal code: _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _;
2.？ _ _ _ _ _ _ _ _ _ _ (hereinafter referred to as? Party B);
Address: _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _;
Postal code: _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _;
Whereas:
1. For the technical and business cooperation between Party A and Party B, both parties will request the other party to provide it in written or oral form, and will own or already own some non-public, confidential and professional information and materials of the other party;
2. Both parties are willing to keep confidential the confidential information under this agreement according to the provisions of this agreement.
For this reason, both parties have reached the following agreement:
The first definition
Confidential information: refers to the following information about a third party provided by the provider to the recipient, which is owned or proprietary by the provider or its shareholders and other affiliated companies, or for which the provider has a confidentiality obligation, and all the information is clearly marked on the information carrier? Secret? Materials and information. Confidential materials include but are not limited to non-public, confidential or professional information and data, such as integrated circuit design layout data, business records and plans, trade secrets, technical data, product projects, product design information, price structure and cost.
Article 2 Confidential information does not include the following information:
1. When receiving the confidential information, the receiving party has learned it from other sources, and there is no confidentiality restriction;
2. One party obtains information that has been or will be made public through legal acts;
3. Information disclosed according to government requirements, orders and judicial regulations.
Article 3 After receiving confidential information, the receiving party must undertake the following obligations:
1. Keep confidential information carefully and strictly confidential. It shall not be disclosed to any third party without the prior written consent of the provider;
2. The receiving party may disclose confidential information to the third-party company designated by it, but it is limited to the cooperation between the two parties, and the company shall first promise to keep it confidential in writing;
3. The receiving party can only report to its managers, employees, consultants and other employees directly or indirectly involved in cooperation matters (collectively? Relevant personnel? ), but should ensure that such relevant personnel keep the information strictly confidential;
4. If a competent court or other judicial, administrative or legislative body requires Party B to disclose confidential information, the receiving party will immediately notify the provider of the request (1); (2) If the receiving party must provide confidential information according to the above requirements, the receiving party will cooperate with the provider to take legal and reasonable measures to require the confidential information provided to be kept confidential;
5. If the recipient or relevant personnel violate the confidentiality obligation of this agreement, the recipient shall bear the corresponding responsibilities and compensate the provider for the losses caused thereby.
Article 4 Without the written consent of the other party, neither party may transfer its rights and obligations under this Agreement to a third party.
Article 5 Both parties agree that after this agreement comes into effect, if the state promulgates laws, regulations and management regulations on the export and re-export of property rights materials, both parties have the obligation to abide by these laws, regulations and management regulations.
Article 6 Each part of this Agreement constitutes a complete confidentiality agreement and supersedes any previous understandings or agreements reached by both parties on matters mentioned in this Agreement. This agreement shall not be changed or modified without the written consent of the other party.
Article 7 Both parties acknowledge and agree that unless the provider expressly states in writing, the disclosure of confidential information by the provider to the recipient does not constitute the transfer or grant of trademarks, patents, technical secrets or other intellectual property rights owned by the recipient, nor does it constitute the transfer or other intellectual property rights and other related interests to the recipient.
Article 8 This Agreement shall be governed by the laws of China and interpreted according to the laws of China. Any dispute arising from the rights and obligations of each party under this agreement shall be settled by both parties through negotiation first. If no settlement can be reached through negotiation, it shall be settled through arbitration in Suzhou.
Article 9 This confidentiality agreement shall come into effect as of the date when the authorized representatives of both parties sign it. And shall remain valid for _ _ _ _ _ _ _ _ years.
Article 10 This Agreement is made in duplicate, with the same effect, and each party holds one copy.
Party A: _ _ _ _ _ _ _ (authorized representative)
Party B: _ _ _ _ _ _ _ (authorized representative)
The following two parties signed two Model Project Cooperation Confidentiality Agreement and Confidentiality Agreement on X, X, X, X:
Limited, a company established under the laws of China and governed by it, whose registered address is located at (hereinafter referred to as? Provider? )
Investment Foundation, a company established according to the law and under its jurisdiction, has its registered address (hereinafter referred to as? Consignee? )
Hereinafter, the above two parties are collectively referred to as? Both sides? , simply called? One side? .
WHEREAS, both parties will meet in * * * for the same interests? Cooperate and exchange information in financing projects. Therefore, both parties agree to sign this confidentiality agreement and keep each other's information confidential. Confidential information? ) keep secret.
The first definition
1, definition of confidential information
Confidential information refers to all information, data or technology that is not known to the public and can bring economic benefits to its owners, including but not limited to software, programs, inventions, processes, designs, drawings, proprietary technologies, projects, processes, methods, hardware configuration information, customer lists, contracts, prices and markets related to the research, development, production, products, services and markets of the provider. Confidential information includes confidential or proprietary written identification and oral provision, followed by confidential or proprietary written identification.
The above confidential information does not include the following information:
A) The receiving party knows the information before obtaining it from the service provider, and has no confidentiality obligation;
B) It is known to the public through no fault of either party;
C) Obtained from a third party without confidentiality obligation, and within the scope that the acquirer should know, the third party did not illegally obtain and disclose confidential information;
D) The provider has legally disclosed it to a third party without confidentiality obligation and has been legally disclosed by the third party;
E) Information independently developed and obtained by the receiving party without contact with confidential information;
F) Published by the receiver with the prior written consent of the provider.
2. Recipients and providers
? Consignee? Refers to the recipient of confidential information.
? Provider? Refers to the source of confidential information.
Article 2 Obligation of confidentiality
1. The receiving party takes the same measures as its own confidential information to ensure its security. Both parties agree that confidential information can only be provided or taught to employees who need to know such confidential information because of their work and have legitimate reasons. Both parties shall store all documents and records containing confidential information in a safe and reliable place. Any confidential information stored electronically in a computer should be regarded as an effective defense to prevent any unauthorized intrusion or direct or indirect use through the network.
2. Both parties acknowledge each other that the confidential information provided by either party to the other party and all rights contained therein and/or related thereto are the exclusive property of the provider, and the receiving party shall consider the interests of the provider and keep them properly.
Both parties agree that the main purpose of disclosing confidential information is for the benefit of both parties. Project financing cooperation. The use of confidential information provided under the terms of this agreement shall be limited to these purposes, unless the provider specifies other purposes in writing when disclosing such confidential information. If the use purpose specified at the time of disclosure is inconsistent with the use purpose specified above, the use purpose specified at the time of disclosure shall prevail. Confidential information shall not be used for other purposes without the prior written authorization of the disclosing party. Both parties hereby guarantee that the confidential information obtained from the other party will only be used in connection with the agreed project and will never be used for purposes unrelated to the project.
4. Both parties promise to keep strictly confidential all internal business information that they and their employees or representatives know in the other party's business premises due to the performance of their obligations, and never disclose such information to any third party. This regulation is especially applicable to all internal information related to technology, design, production, operation or organization.
5. If either party intends to sign a subcontract with a third party, it must disclose confidential information to the third party, and that party shall obtain the written consent of the other party in advance. Both parties and subcontractors who disclose information shall also sign a confidentiality agreement with the same format as this agreement before disclosing confidential information.
6. If the recipient is merged with, merged by or directly or indirectly controlled by a third party, the recipient shall not disclose any confidential information of the provider to the third party; The recipient shall immediately return the confidential information of the provider to the provider, or destroy the confidential information according to the requirements of the provider; However, if the written consent of the provider is obtained in advance, the recipient may continue to use the confidential information.
7. If the receiving party is required to provide confidential information to government departments, courts or other competent departments, the receiving party shall immediately notify the provider if possible, so that the provider can take confidentiality as a defense or obtain protective measures, and apply all procedures of applicable laws to protect the confidential information, and the reasonable expenses arising therefrom shall be borne by the provider.
Article 3 Non-right grant
Obtaining any confidential information does not mean that the receiving party is granted all the patent rights or copyrights of any relevant provider, nor does it mean that the receiving party is granted any rights about the confidential information of the other party, unless the receiving party has the right to reasonably use the confidential information provided by the provider to fulfill its obligations under this contract.
Article 4 Intellectual property rights
1. The obligation of confidentiality also applies to documents and information about unregistered or unpatented inventions.
2. The ownership of intellectual property directly or indirectly arising from the use of confidential information mentioned in this agreement shall be decided by both parties through consultation.
Article 5 Breach of Contract and Compensation
1. Any party who violates this agreement, whether intentionally or negligently, shall immediately stop the infringement and take all necessary measures to prevent the dissemination of confidential information at the first time and eliminate the influence as much as possible.
2. Any party who violates the provisions of this Agreement shall be liable for breach of contract, and the breaching party shall pay liquidated damages to the observant party. The specific amount of liquidated damages shall be determined by both parties through consultation.
3. The above amount of liquidated damages shall not affect the injured party's claim for damages from the defaulting party. This compensation is limited to the actual losses suffered by the injured party.
Article 6 Return of confidential documents
After the termination of each individually contracted project, all confidential information involved in this agreement, whether written or in other specific forms, and the copies made by the receiver shall be immediately returned to the provider or destroyed, and the relevant destruction certificate shall be sent to the other party at the same time.
Article 7 General provisions
1. Any modification of this agreement shall be made in writing and signed by the legal authorized representatives of both parties, otherwise it will be invalid.
2. The invalidity of any part of this Agreement shall not affect the validity of other parts of this Agreement. If any part of this agreement is declared invalid, the parties concerned shall determine an alternative clause through friendly negotiation, which shall conform to the original intention of both parties as far as possible.
3. The provider has no obligation to guarantee the accuracy and completeness of the confidential information disclosed to the recipient, and will not bear any special, unexpected, subsequent or indirect damage or loss caused by the disclosed information, except that it should know that the disclosed confidential information will cause damage or loss to the other party.
4. The provider shall compensate or compensate the damage and loss caused to the recipient by litigation, arbitration, seizure or confiscation of third parties, compensation or compensation requests or other claims caused by the recipient's use of the confidential information disclosed by the provider; The provider shall compensate the recipient for any reasonable compensation or compensation to the third party, unless the recipient abuses the confidential information.
5. Both parties acknowledge that the losses caused by violation of this agreement will be immeasurable, and promise that the provider can apply to the court or relevant departments for protective measures to safeguard its legal rights, and the exercise of these rights will not affect its continued enjoyment and exercise of other rights and compensation rights.
6. A party's failure to perform the provisions of this Agreement or exercise its rights or other related rights under this Agreement shall not constitute a waiver of the party's future performance of this or other provisions and the exercise of this or other related rights.
7. Either party shall not transfer the rights and obligations under this agreement to a third party, unless it obtains the written consent of the other party.
Article 8 Validity and Validity of this Agreement
This agreement shall come into force on the date stated at the beginning of this agreement and shall remain in force. Unless the provider sends a written notice to the recipient ninety (90) days in advance to terminate this agreement, or both parties agree to terminate this agreement. However, according to the provisions of this agreement, the obligation to disclose information and documents before the termination of this agreement will not be affected, but it will still be effective and binding.
Article 9 Applicable law and jurisdiction
This Agreement shall be governed by the laws of China and interpreted in accordance with the laws of China. If the dispute cannot be settled through friendly negotiation, it shall be submitted to the people's court with jurisdiction for litigation.
Article 10 Others
This Agreement is written in Chinese and English in duplicate, with each party holding one copy, both versions being equally authentic.
Sign on behalf of the company
Signature:
Name:
Location:
Date:
represent
Signature:
Name:
Location:
Non-disclosure Agreement for Project Cooperation: Fan Wensan Party A: _ _ _ _ _ _ _ _ Party B: _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
Whereas Party A and Party B are seeking to establish the cooperative relationship of introducing venture capital and overseas financing listed financial advisers, in order to actively promote business development and business cooperation in the designated area, through friendly negotiation, Party A and Party B agree to disclose their confidential information to each other and sign the following agreement (hereinafter referred to as this agreement).
1. Confidential information refers to any information or data provided by one party (disclosing party) to the other party (receiving party) in the form of written, oral or electronic documents, including but not limited to business plans, proprietary technologies, research results, customer information, financial data and other technical and commercial information.
The methods of disclosing such confidential information include but are not limited to letters, faxes, memos, meeting minutes, agreements, reports, plans, agreements, emails, etc. Or any information or data disclosed orally and confirmed in writing as confidential information.
The above confidential information does not include any other information published or in the public domain, and information obtained by the receiving party through other legal channels at the time of disclosure.
2. The recipient agrees to use the confidential information of the other party only within the scope of this cooperation. and
(1) Take adequate measures to protect the confidential information of the disclosing party, and do not publicly transfer the confidential information of the other party to any third party, nor let any unit or individual who has no right to contact the information in other ways.
(2) If it is really necessary to disclose the confidential information of the other party to a third party for the purpose of this cooperation, you must obtain the written permission of the other party in advance and sign a confidentiality agreement with the third party.
(3) Employees who have access to the confidential information shall abide by the confidentiality obligation.
(4) If the two parties fail to establish a cooperative relationship through discussion, the receiving party cannot use the confidential information of the disclosing party; If the cooperation relationship is terminated, the receiving party shall return the confidential information and its carrier to the disclosing party as required by the disclosing party.
3. If the receiving party must disclose confidential information according to legal procedures or administrative requirements, the receiving party shall notify the disclosing party in advance and assist the disclosing party to take necessary protective measures to prevent or restrict the further dissemination of confidential information.
4. Both parties confirm that any provision of this agreement does not constitute the transfer or license of confidential information, and the recipient shall not use the confidential information outside the purpose of this agreement.
5. This agreement shall come into force as of the date of signature and seal by both parties, and shall be binding on both parties, their affiliated institutions and their successors. If the confidential information is made public for reasons other than the receiving party, this agreement will automatically become invalid for that part of the confidential information.
6. This agreement contains all the agreements reached by both parties on this matter. If any oral or written agreement or agreement reached by both parties before this conflict with this agreement, the content of this agreement shall prevail. Any amendment to this agreement shall be made in writing and come into effect after being signed by both parties.
7. If one party violates this agreement, the other party has the right to claim compensation for economic losses and take other necessary remedial measures.
8. Any dispute or controversy related to this Agreement shall be settled through friendly negotiation. If no settlement can be reached through negotiation, either party may submit it to the Arbitration Commission for arbitration, and the arbitration decision is final and binding on both parties. This Agreement shall be governed by the laws of People's Republic of China (PRC).
9. This agreement is made in duplicate, each party holds one copy, which has the same legal effect.
Party A (seal): Party B (seal): Party A (seal): Party B (seal): Party B.
Authorized representative (signature): _ _ _ _ Authorized representative (signature): _ _ _ _ _
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