CONFIDENTIAL INFORMATION DISCLOSURE AGREEMENT
Agreement made this _______________ (Date), between
________________________ (Name of Owner), herein referred to as Owner, of
____________________________ (Address) and ________________________(Name of
Company), herein referred to as the Company, of ______________________________________
(Address)
Owner hereby submits to and grants the company
permission to disclose to the members of the company certain confidential
information hereinafter defined, under the following terms and conditions:
SECTION ONE - The owner has developed and maintains
confidential information including but not limited to the following: information concerning secret processes,
formulas, machines, components, inventions, creations, systems, designs,
materials, software, assembly techniques, pending patent applications,
compositions, improvements, ideas, specifications, or arts relating to products
and services, as well as financial projections, financing plans, and other
business information related to present or prospective business activities of
the company. All information, and all
documents, records, notebooks, drawings, photographs, and any repositories or
representations of such information are hereinafter referred to as confidential
information.
SECTION TWO - The owner desires to make available
certain of the confidential information for the sole purpose of evaluating said
information in reference to potential commercial use of the company or to
selling an interest in a business venture which relates to such confidential
information.
In consideration of the disclosure of any such
confidential information to the company, the company agrees to hold such
confidential information in confidence and not to divulge it, in whole or in
part, to any third party, except in confidence to those of its employees (if
any) who require knowledge of the same for purposes for which it has been
disclosed to the undersigned. Each of
the said employees shall first have agreed in writing to abide by this agreement
to maintain confidentiality of such information. The company further agrees not to use any of the confidential
information in any way for its own benefit, except for the purpose specified
above, without the prior written permission of the owner.
SECTION THREE - The obligation of the company under
this agreement shall not apply to information which, at the time of disclosure
to the company, is within the public domain or which thereafter becomes part of
the public domain through no act or failure to act of the company.
SECTION FOUR - The company agrees to promptly return
to the owner all documentary or written information acquired from the owner
pursuant to or in connection with this agreement, and all copies thereof. The company may, at its option, give written
agreement to the owner to retain for its records one copy of each document or
writing if owner agrees, and if each copy thus retained is clearly marked to
indicate the confidential nature of the information contained therein and the
limitation of the use thereof by the company as set forth herein above.
In witness whereof, the parties have executed this
agreement on this ______________ day of _______________ (month), _____ (year).
__________________________________
(Signature of Owner)
__________________________________
(Signature and Title of Company Agent)
