Confidentiality Agreement Form Redacted Document Samples
This is a redacted version of one of the documents in our document package. The document samples are html version of the rtf files of the actual documents in the package. As such, formatting will not always appear correct in the samples.
Confidential Information Agreement

CONFIDENTIAL INFORMATION AGREEMENT

This Confidential Information Agreement dated this ____ day of ___________________is made by and between _________________, ("Developer"), a Florida corporation, and _________________________, ______, ("Client"), a  _____________________________________________, ("collectively, the Parties"). 

WHEREAS, this Agreement shall be effective as of the first date of disclosure of any introduced third parties or proprietary or confidential information or the last date signed whichever is earlier; and

WHEREAS, representatives of DEVELOPER and Client plan to participate in meetings and discussions concerning the possibility of Developer providing certain services to Client related to the development of a certain web site and related services. 

WHEREAS, the Parties wish to establish terms governing the use and protections of certain information that either party may disclose to the other in the course of discussions and negotiations; and

WHEREAS, the intent of the Parties hereto is to provide the highest care and protection of either Parties Confidential Information (defined below) not less than if such Confidential Information were their own. 

 

NOW, THEREFORE, DEVELOPER and Client, in consideration of the premises, the terms and provisions of this Agreement, the mutual benefit to be gained by the performance hereof and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, hereby agree as follows:

1.                T [Remainder of Paragraph Deleted - Included in fully licensed version]

2.                Each party agrees that Confidential Information disclosed to it under this Agreement may be disclosed to employees and agents within their organization who specifically have [Remainder of Paragraph Deleted - Included in fully licensed version]

3.                The Parties agree that during the term of this Agreement, and for a period of two (2) years following the term of this Agreement the parties will not, [Remainder of Paragraph Deleted - Included in fully licensed version]

4.                For purposes of this Agreement, Confidential Information shall mean information, including a [Remainder of Paragraph Deleted - Included in fully licensed version]

5.                Confidential Information shall not be deemed to be in the public domain merely because any part of the Confidential Information is included in the general disclosures or because individual features or components are now publicly known.  Each party's obligations with respect to the Confidential Information shall terminate when the party seeking to avoid its obligation can document that: (i) it was in the public domain at or subsequent to the time it was communicated to the receiving party by the [Remainder of Paragraph Deleted - Included in fully licensed version]

6.                Either party shall have the right to refuse to accept the disclosure of any Confidential Information, and neither party shall be obligated to disclose to the other party any particular Confidential Information.  This clause of this Agreement does not include Third Parties.

7.                The Parties hereto shall not have any liability or responsibility for errors or omissions in, or any business decisions made by either party in reliance upon proprietary or [Remainder of Paragraph Deleted - Included in fully licensed version]

8.                Except as otherwise permitted in this Agreement, neither party, nor their respective employees, officers, directors, managers, members, affiliates, agents, or associates will directly or indirectly make any contact with, deal with, or otherwise be involved with any third parties first introduced by either of them to[Remainder of Paragraph Deleted - Included in fully licensed version].

9.                Due to the nature of this Agreement, a violation therein of its terms by either party might cause irreparable harm to the other party leaving no adequate remedy at law, therefore in the case of a breach of this Agreement, the Parties consent in advance to entry of a preliminary injunction and entitled to specific performance [Remainder of Paragraph Deleted - Included in fully licensed version]

10.            This Agreement contains the entire agreement of the Parties, and shall be binding, addendum and collateral, to any and all previous or successor agreements unless this Agreement [Remainder of Paragraph Deleted - Included in fully licensed version]

11.            This Agreement shall bind the undersigned parties hereto, their corporations, affiliates and trustees, and inure to the benefit of the undersigned parties hereto and their successors, assigns, affiliates, subsidiaries, trustees and parent companies.

12.            Any disputes, violations or breach, or threat of violation or breach of this Agreement shall be brought in the courts of ______________, without reference to its conflicts of laws principals.

IN WITNESS WHEREOF, the Parties have caused this Agreement to be agreed and accepted and duly executed below.