Model commercial confidentiality agreement 1
Whereas during the communication and cooperation of this project, Party A shall provide Party B with relevant confidential information, which is legally owned by Party A, and hopes to effectively protect the confidential information mentioned in this agreement.
1. Trade secrets
The trade secrets mentioned in this Agreement include but are not limited to: technical scheme, implementation method, database, R&D records, technical documents, relevant correspondence, etc.
Other trade secrets mentioned in this agreement include but are not limited to: marketing plan, promotion channels, application places, etc.
2. Secret sources
Any commercial, marketing, technical, operational data or other information obtained by Party B from Party A related to or generated by this project, no matter what form or carrier it is disclosed, whether orally, visually or in writing, shows its confidentiality.
3. Obligation of confidentiality
Regarding Party A's business secrets, Party B hereby agrees:
1] Strictly keep secrets and adopt all confidentiality measures and systems to protect them, including but not limited to those adopted by Party B to protect its own business secrets;
2] Do not disclose any business secrets to any third party;
3] Do not use the secret at any time except to perform the contract with Party A;
4] Don't copy or use the secret through reverse engineering. Party B shall sign a confidentiality agreement with employees and agents who are exposed to trade secrets, and the substance of this agreement shall be similar to this agreement.
4. Exception agreement
Party A agrees that the above terms are not applicable to the following situations:
1] This trade secret has become the information available to the general public;
2] It can be proved in writing that Party B is familiar with the technical data before receiving it from Party A;
3] Information legally provided by a third party to Party A..
return information
At any time, as long as Party A's written request on trade secrets is received, Party B shall immediately return all trade secret materials and documents, including media containing trade secret materials and any or all copies or abstracts thereof. If the technical data is in an unreturnable form, or has been copied or transcribed into other data or carriers, it should be deleted.
6. Duration of confidentiality
The agreement is valid for one year or until the project is officially released.
7. Other agreements
If Party A fails to exercise its rights under this Agreement, it shall not be interpreted as giving up this right. If any part, clause or provision of this Agreement is illegal or unenforceable, the validity and enforceability of other parts of this Agreement will not be affected.
Without the consent of the other party, neither party may transfer all or part of its rights under this agreement. This agreement shall not be changed for any other reason without the prior written consent of both parties. Unless any representation or guarantee in this agreement is fraudulent, this agreement already contains the entire understanding of the contract matters of both parties, and can replace all previous relevant representations, written materials, negotiations or understandings.
Official Seal of Party A: _ _ _ _ _ Official Seal of Party B: _ _ _ _ _ _ _
Signature of legal representative: _ _ _ _ _ _ Signature of legal representative: _ _ _ _ _ _
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Model trade confidentiality agreement II
Party A:
The undersigned is hereinafter referred to as Party B:
Representative: ID number:
Residential address:
Contact telephone number:
In view of the fact that you and I are conducting business negotiations or project cooperation and need to obtain relevant business and technical information provided by us, Party B voluntarily signs this agreement on the principle of business integrity and business confidentiality.
Article 1 Definition of confidential information
The written or other forms of data and information related to business and technology that we disclose to Party B, which are clearly marked or designated as confidential information, include language, words, sounds, images, planning ideas, marketing methods, operating models, business models and profit models, but do not include the following data and information:
1. Information that has been or will be made public, but does not include unauthorized disclosure by both parties or their representatives in violation of the provisions of this Agreement;
2. Non-confidential information that either party has known before disclosing to the receiving party;
3. Non-confidential information provided by either party, the receiving party did not know that the third party of the information provider had signed a binding confidentiality agreement with the non-confidential information provider according to this agreement before disclosing the information, and the receiving party had reason to believe that the information disclosing party was not prohibited from providing the information to the receiving party.
Article 2 Responsibility of both parties
1. Both parties are providers and recipients of confidential information, and both have the obligation and responsibility of confidentiality.
Without our written consent, Party B shall not disclose or divulge any confidential information to any third party, including journalists, or use confidential information in other ways. Both parties shall also urge their representatives not to disclose or divulge any confidential information to third parties, including journalists, or use confidential information in other ways. Unless the disclosure, publicity or use of confidential information is properly required by the obligations of both parties under normal circumstances, including the future obligations of both parties according to law or contract.
Both parties shall strictly limit the scope of access to confidential information, only to their respective responsible representatives who need access to confidential information for the purposes specified in this agreement.
4. Unless it is necessary to disclose it with the written consent of both parties, neither party shall copy or duplicate the confidential information disclosed by the other party or its representative or provide it to others intentionally or unintentionally.
5. If the cooperation project is not continued or Party B withdraws from the project for any reason, Party B shall destroy or return all confidential information, all documents and other materials containing or embodying confidential information and all copies thereof within five working days.
6. Party A and Party B will urge their representatives to treat the confidential information disclosed to them with no less caution than their own similar information, but in any case, the caution of confidential information shall not be lower than a reasonable level.
Article 3 Intellectual property rights
1. Our disclosure of confidential information to Party B or its representative does not constitute the transfer or grant of its trade secrets, trademarks, patents, technical secrets or any other intellectual property rights to the other party, nor does it constitute the transfer or grant of its trade secrets, trademarks, patents, technical secrets or any other intellectual property rights licensed by a third party to Party B or its representative.
2. All marketing and promotion schemes of the project, such as business model, profit model, operation model, text and image, belong to the scope of intellectual property protection and belong to us. Party B and its employees shall not copy or inform other irrelevant third parties.
Article 4 Liability for breach of contract
If Party B violates the contents of this agreement and discloses the business operation contents of our company, thus causing great business losses to our company, our company has the right to claim compensation for all economic losses; If no significant economic losses are caused to us, we have the right to ask Party B to compensate RMB1000000.00 (65,438+0,000,000.00) as liquidated damages.
2. This Agreement shall be governed by the laws of People's Republic of China (PRC) and interpreted according to the laws of People's Republic of China (PRC). Both parties hereto irrevocably accept the jurisdiction of the courts in People's Republic of China (PRC) over any matter, dispute, lawsuit or procedure arising from or related to this Agreement or the rights and obligations of both parties hereto.
Article 5 Validity of the Agreement
This agreement is valid for three years, and comes into effect as of the date when Party B signs and seals it.
Official Seal of Party A: _ _ _ _ _ Official Seal of Party B: _ _ _ _ _ _ _
Signature of legal representative: _ _ _ _ _ _ Signature of legal representative: _ _ _ _ _ _
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Model commercial confidentiality agreement 3
Party A: Enterprise []
Legal Representative: []
Party B: Employee [< Employee name >]
ID number: [< Employee id card >]
Party B has known or will know Party A's business secrets because of his employment in Party A's unit. In order to clarify Party B's confidentiality obligations, Party A and Party B sign this confidentiality agreement on the principles of equality, voluntariness, fairness, honesty and credibility.
Both parties confirm that before signing this agreement, they have carefully read the contents of this agreement and fully understood the legal meaning of its terms.
I. Contents and scope of confidentiality
Party A and Party B confirm that the scope of Party A's business secrets that Party B should undertake confidentiality obligations includes but is not limited to the following contents:
1, technical information:
2. Business information:
3. According to the provisions of laws or relevant agreements, the company undertakes the obligation of confidentiality to the outside world:
Second, Party B's confidentiality obligations
With regard to the trade secrets mentioned in Article 1, Party B shall undertake the following confidentiality obligations:
1, don't pry into business secrets irrelevant to your job or your own business;
2. Party A's business secrets shall not be disclosed to any third party that does not undertake confidentiality obligations;
3. Party B shall not lend, donate, lease or transfer Party A's business secrets, that is, "allow" or assist any third party who does not undertake confidentiality obligations to use Party A's business secrets;
4. If the trade secret is found to be leaked or leaked due to negligence, effective measures shall be taken to prevent the leakage from further expanding and report to Party A's enterprise in time.
Third, the confidentiality period.
Party A and Party B confirm that Party B's confidentiality obligation begins when Party A takes appropriate confidentiality measures for the trade secrets mentioned in Article 1 of this Agreement and informs Party B, and ends when the trade secrets are made public. Whether Party B is employed or not does not affect the confidentiality obligation.
Fourth, the liability for breach of contract
Party A and Party B agree that:
1 If Party B fails to fulfill the confidentiality obligations stipulated in Article 2 of this Agreement, it shall bear the liability for breach of contract and pay a one-time penalty of RMB [] to Party A;
2 If Party B violates the provisions of the preceding paragraph and causes losses to Party A, Party B shall bear the liability for breach of contract, and the liquidated damages paid shall be deducted;
3. The calculation method of the loss compensation mentioned in the preceding paragraph is as follows:
① The amount of damages is the actual economic loss suffered by Party A due to Party B's breach of contract. The calculation method is as follows: the sales volume of Party A's products decreased due to Party B's infringement, and the total sales volume decreased multiplied by the product of the profits of each product;
② If it is difficult to calculate the loss of Party A according to the calculation method mentioned in the first paragraph, the compensation for the loss shall be all the profits obtained by Party B due to the breach of contract. The calculation method is: the product of the profit obtained by Party B from each product directly related to the breach of contract multiplied by the total market sales; Or take a reasonable amount not less than Party A's business secret license fee as compensation for losses;
③ The reasonable expenses paid by Party A for investigating Party B's breach of contract shall be included in the loss compensation;
4 If Party B's breach of contract infringes Party A's right to trade secrets, Party A may choose to require Party B to bear the liability for breach of contract according to this agreement or to require Party B to bear the liability for infringement according to relevant national laws and regulations.
The solution of verb (verb's abbreviation) dispute
Disputes arising from the execution of this agreement can be settled through negotiation by both parties or mediated by a third party trusted by both parties. If negotiation or mediation fails or one party is unwilling to negotiate or mediate, either party has the right to bring a lawsuit.
The validity and change of intransitive verb agreement
This agreement shall come into effect after being signed by both parties. Any modification of this agreement must be agreed by both parties in writing.
Official Seal of Party A: _ _ _ _ _ Official Seal of Party B: _ _ _ _ _ _ _
Signature of legal representative: _ _ _ _ _ _ Signature of legal representative: _ _ _ _ _ _
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The person signing the trade confidentiality agreement also:
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6. Model technical confidentiality agreement