Confidentiality Agreement 保密协议
保密协议 Confidentiality Agt
保密协议 Confidentiality AgtConfidentiality AgreementThis Confidentiality Agreement (the "Agreement") is entered into by and between [Sender's Name], hereinafter referred to as the "Disclosing Party," and [Recipient's Name], hereinafter referred to as the "Recipient," collectively referred to as the "Parties", on this [date] day of [month], [year].1. Purpose of the AgreementThe purpose of this Agreement is to define the terms and conditions under which the Disclosing Party will provide confidential information to the Recipient, and to ensure the protection of such information.2. Definition of Confidential InformationAny information disclosed or made available by the Disclosing Party to the Recipient, including but not limited to trade secrets, customer information, financial data, business plans, and any other proprietary information, shall be deemed as "Confidential Information." The Recipient agrees to treat all such Confidential Information as strictly confidential and take all necessary measures to protect its confidentiality.3. Non-Disclosure ObligationThe Recipient shall keep all Confidential Information received from the Disclosing Party in strict confidence and shall not disclose, directly or indirectly, any Confidential Information to any third party without the prior written consent of the Disclosing Party, unless required by law.4. Use LimitationsThe Recipient shall use the Confidential Information solely for the purpose of [state the purpose] and shall not use it for any other purpose without the prior written consent of the Disclosing Party.5. Protection MeasuresThe Recipient shall exercise reasonable care to prevent unauthorized use or disclosure of the Confidential Information. This includes, but is not limited to, implementing physical, electronic, and procedural safeguards to protect the Confidential Information from unauthorized access.6. Return of Confidential InformationUpon termination or expiration of this Agreement or upon the written request of the Disclosing Party, the Recipient shall promptly return or destroy all Confidential Information received from the Disclosing Party, and any copies thereof, in a manner that ensures complete erasure or destruction.7. No WarrantyThe Disclosing Party does not make any warranties or representations, either expressed or implied, as to the accuracy or completeness of the Confidential Information.8. Injunctive ReliefThe Parties agree that any breach or threatened breach of this Agreement may result in irreparable harm for which monetary damages may be an insufficient remedy. Therefore, in addition to any other remedies available at law, the Disclosing Party shall be entitled to seek injunctive relief to enforce the terms of this Agreement.9. Governing Law and JurisdictionThis Agreement shall be governed by and construed in accordance with the laws of [state/country]. Any disputes arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts of [state/country].10. Entire AgreementThis Agreement constitutes the entire understanding and agreement between the Parties with respect to the subject matter herein and supersedes all prior negotiations, understandings, or agreements, whether written or oral.11. Confidentiality SurvivalThe obligations of confidentiality set forth in this Agreement shall survive the termination or expiration of this Agreement and shall remain in force for a period of [specify duration] years from the date of termination or expiration.IN WITNESS WHEREOF, the Parties hereto have executed this Confidentiality Agreement as of the date first above written.[Sender's Name]______________________[Sender's Title/Position][Recipient's Name]______________________[Recipient's Title/Position]。
涉密人员名词解释
涉密人员名词解释涉密人员名词解释1. 涉密人员 (Person with access to classified information)涉密人员是指具有接触或处理涉密信息的人员。
涉密信息是指国家秘密、军事秘密、商业秘密、个人隐私等敏感信息，需要特定权限和保密措施才能处理。
涉密人员被要求保守秘密，遵守相关规定，确保信息的安全性和保密性。
他们可能包括政府工作人员、军队人员、情报部门的成员、国有企业员工等。
2. 保密协议 (Confidentiality agreement)保密协议是一种法律文件，用于确保涉密人员保守秘密和保护信息安全。
根据协议，涉密人员同意承担保密责任，不得泄露涉密信息给未经授权的人员或机构。
保密协议通常由涉密人员和相关机构或雇主签署，其中包含保密期限、保密范围、违约责任以及解除协议的条件等。
3. 绝密 (Top secret)绝密是指最高级别的国家秘密，只有特定的涉密人员才能获得访问权限。
这些信息可能涉及国家安全、军事行动、核能控制等涉及重大国家利益的机密事项。
泄露绝密信息可能对国家安全和国家利益造成严重损害，因此对于绝密信息的保护和控制非常严格。
4. 机密 (Confidential)机密是指需保持秘密的敏感信息，仅授权人员可以访问和处理。
这些信息可能涉及政府决策、商业计划和策略、财务资料等关键性的敏感信息。
泄露机密信息可能会造成损失并对相关方产生负面影响，因此有关保护和控制机密信息的规定和安全措施必不可少。
5. 秘密 (Secret)秘密是比机密级别低的一种涉密信息，需要特定的授权才能访问和处理。
这些信息可能包括人力资源资料、业务流程、专利设计和制造技术等。
泄露秘密信息可能会对组织的竞争力和商业利益产生负面影响，因此需要特别注意保护和控制。
6. 内部资料 (Internal document)内部资料是指组织内部使用的文件、报告、备忘录等文字或电子文档，限于内部人员访问和使用。
保密协议模板
保密协议（Confidentiality Agreement）甲方（披露方）：[公司名称]乙方（接收方）：[公司名称或个人姓名]鉴于甲方愿意向乙方披露某些保密信息，乙方可能需要使用这些信息进行商业评估、合作洽谈或其他商业目的，因此双方同意签订以下保密协议：1、定义“保密信息”指由甲方披露给乙方的、明确标记为“保密”或“专有”或通过口头或书面方式合理表明为保密的所有信息，包括但不限于商业秘密、技术数据、产品计划、设计、技术规范、商业策略、客户列表和其他业务信息。
2、保密义务乙方同意严格保密所有从甲方获得的保密信息，并仅将保密信息用于本协议明确允许的目的。
3、使用限制乙方不得将保密信息泄露给任何第三方，除非该第三方已与甲方签订了保密协议，并且需要知道该保密信息以完成特定的任务。
4、信息披露- 如乙方在法律程序中被要求披露保密信息，乙方应立即通知甲方，以便甲方采取措施保护其利益。
5、信息归还或销毁在甲方要求或本协议终止时，乙方应将所有包含保密信息的材料归还给甲方或按照甲方的指示销毁，并提供销毁证明。
6、信息所有权所有保密信息的所有权、知识产权和其他权利均属于甲方。
7、期限本保密协议自双方签字盖章之日起生效，并在[指定年限]年内持续有效。
8、违约责任如乙方违反本协议的任何条款，应赔偿甲方因此遭受的所有损失。
9、法律适用与争议解决本协议的解释、适用及争议解决均适用[指定国家/地区]的法律。
双方应通过友好协商解决争议，协商不成时，任何一方可向[指定法院或仲裁机构]提起诉讼或仲裁。
10、完整协议本保密协议构成双方关于保密信息的完整协议，并取代双方此前的所有口头或书面协议。
11、修改和终止本协议不得以口头方式修改，任何书面修改均需双方授权代表签字盖章后方可生效。
甲方有权在提前[指定时间]书面通知乙方的情况下随时终止本协议。
12、通知所有根据本协议发出的通知应以书面形式，按照本协议首部所列地址发送。
甲方：[公司名称]授权代表签字：____________________日期：_______乙方：[公司名称或个人姓名]授权代表签字：____________________日期：___________________（本保密协议的格式和内容仅供参考，具体条款应根据实际情况和法律建议进行调整。
保密协议的中英对照
中文名称：保密协议英文名称：Confidentiality Agreement甲方（保密方）：[甲方全称]地址：[甲方地址]乙方（接收方）：[乙方全称]地址：[乙方地址]鉴于：1. 甲方拥有一定的商业秘密、技术秘密和其他保密信息，需要得到保护。
2. 乙方因业务需要，可能接触到甲方的上述保密信息。
3. 甲乙双方本着平等互利的原则，就保密事项达成如下协议：第一条保密内容1.1 本协议所称的保密信息包括但不限于以下内容：- 甲方公司的商业秘密、技术秘密、经营策略、财务数据、客户信息、产品研发信息、市场信息等；- 甲方公司的任何文件、资料、数据、样品、软件、图纸、设计等；- 甲方公司的任何未公开的会议记录、讨论稿、规划书、报告等；- 任何甲方认为属于保密信息的内容。
第二条保密义务2.1 乙方在知晓或接触甲方保密信息后，应承担以下保密义务：- 未经甲方书面同意，不得向任何第三方披露、使用或泄露甲方保密信息；- 不得利用甲方保密信息从事任何违反法律法规或损害甲方利益的活动；- 不得复制、传播或以任何形式复制甲方保密信息；- 不得将甲方保密信息用于任何非本协议约定的目的。
第三条保密期限3.1 本协议的保密期限自协议签订之日起至[保密期限]年止。
第四条违约责任4.1 如乙方违反本协议的保密义务，导致甲方保密信息泄露或遭受损失，乙方应承担相应的法律责任，并赔偿甲方因此遭受的一切损失。
第五条其他5.1 本协议的签订、履行、解释及争议解决均适用中华人民共和国法律。
5.2 本协议一式两份，甲乙双方各执一份，自双方签字盖章之日起生效。
甲方（保密方）：（签章）法定代表人：（签名）日期：乙方（接收方）：（签章）法定代表人：（签名）日期：---Confidentiality AgreementParty A (Confidential Party): [Full Name of Party A]Address: [Address of Party A]Party B (Recipient Party): [Full Name of Party B]Address: [Address of Party B]Whereas:1. Party A has certain commercial secrets, technical secrets, and other confidential information that needs to be protected.2. Party B may have access to Party A's confidential information due to business needs.3. Party A and Party B, in accordance with the principle of equality and mutual benefit, have reached the following agreement:Article 1 Confidential Information1.1 The confidential information referred to in this Agreement includes but is not limited to the following:- Party A's commercial secrets, technical secrets, business strategies, financial data, customer information, product development information, market information, etc.;- Any documents, materials, data, samples, software, drawings, designs, etc. of Party A;- Any unpublicized meeting minutes, discussion drafts, plans, reports, etc. of Party A;- Any information that Party A deems as confidential.Article 2 Confidential Obligations2.1 After Party B becomes aware of or accesses Party A's confidential information, Party B shall assume the following confidentiality obligations:- Without the written consent of Party A, Party B shall not disclose, use, or leak Party A's confidential information to any third party;- Party B shall not use Party A's confidential information for any activities that violate laws and regulations or harm Party A's interests;- Party B shall not copy, disseminate, or reproduce Party A's confidential information in any form;- Party B shall not use Party A's confidential information for any purpose not agreed upon in this Agreement.Article 3 Confidentiality Period3.1 The confidentiality period of this Agreement shall be [Confidentiality Period] years from the date of this Agreement.Article 4 Liability for Breach4.1 If Party B violates the confidentiality obligations of this Agreement, resulting in the leakage of Party A's confidential information or causing Party A losses, Party B shall bear the corresponding legal liability and compensate Party A for all losses incurred.Article 5 Other5.1 The conclusion, performance, interpretation, and dispute resolution of this Agreement shall be governed by the laws of the People's Republic of China.5.2 This Agreement is executed in two copies, each copy being held by Party A and Party B. This Agreement shall come into effect upon the signature and seal。
客户保密协议英文缩写
客户保密协议英文缩写引言保密协议是在商业合作中非常重要的一环，特别是在涉及到客户信息和商业机密方面的合作。
客户保密协议旨在确保客户信息的保密性和机密性，同时限制信息的使用和披露。
本文档将介绍客户保密协议的英文缩写，并对每个缩写进行解释和定义。
这些缩写在实践中非常常见，特别是在商务和合作交流中。
1. NDA – Non-Disclosure Agreement•NDA代表保密协议（Non-Disclosure Agreement），它是一种法律文件，规定了各方之间的保密义务和责任。
2. CDA – Confidential Disclosure Agreement•CDA代表机密披露协议（Confidential Disclosure Agreement），用于保护机密信息被披露给受托方后的合法使用和保密。
3. MSA – Master Services Agreement•MSA代表主要服务协议（Master Services Agreement），是与客户签订的覆盖所有服务范围的框架协议。
4. CA – Confidentiality Agreement•CA代表保密协议（Confidentiality Agreement），旨在保护与交易或合作相关的信息免受泄露。
5. SPA – Secrecy Protection Agreement•SPA代表保密保护协议（Secrecy Protection Agreement），明确规定了双方的保密义务和责任。
6. PIA – Proprietary Information Agreement•PIA代表专有信息协议（Proprietary Information Agreement），强调保护双方涉及的专有信息。
7. NCA – Non-Compete Agreement•NCA代表非竞争协议（Non-Compete Agreement），限制合作方在某一特定领域内与其他竞争方进行竞争。
员工保密协议书(中英文对照)5篇
员工保密协议书(中英文对照)5篇篇1中英文对照Chinese Version员工保密协议书Date of Agreement: [Insert date]Parties to the Agreement:* [Insert name of the employee] (hereinafter referred to as the "Employee")* [Insert name of the company] (hereinafter referred to as the "Company")Recital:The Employee and the Company, in order to protect the confidentiality of certain information related to the Company's business, technology, and operations, agree to the following terms and conditions.1. Definitions:* "Confidential Information" means any information that is confidential or proprietary to the Company, including but not limited to its business practices, technology, products, services, pricing, financial data, marketing plans, and any other confidential or proprietary information.* "Disclosure" means any intentional or unintentional disclosure, publication, or other communication of Confidential Information by any means.2. Employee's Obligations:* The Employee agrees not to Disclose Confidential Information during the term of employment and for a reasonable period thereafter. The Employee acknowledges that Confidential Information is important to the Company and its business and that the Employee has a duty to protect such information from disclosure.* The Employee agrees to take reasonable precautions to protect Confidential Information from disclosure and to promptly notify the Company if any Confidential Information is disclosed or threatened to be disclosed.* The Employee agrees not to use Confidential Information for any purpose other than to perform the Employee's job duties for the Company.3. Company's Obligations:* The Company agrees to provide the Employee with a reasonable period of time to comply with this Agreement and to take other reasonable measures to protect Confidential Information from disclosure.* The Company agrees not to Disclose Confidential Information except as necessary to carry out its business operations or as required by law.* The Company agrees to provide the Employee with a reasonable opportunity to contest any proposed disclosure of Confidential Information and to take appropriate action if such disclosure is inappropriate.4. Termination of Employment:* If the Employee's employment with the Company is terminated for any reason, the Employee agrees to immediately return all Confidential Information to the Company and to Disclose no Confidential Information after the termination of employment.* The Company agrees to provide the Employee with a reasonable period of time to comply with this Agreement and to take other reasonable measures to protect Confidential Information from disclosure after the termination of employment.5. Penalties for Breach:* If either Party breaches this Agreement, the other Party may seek injunctive relief and/or monetary damages in a court of competent jurisdiction. The breaching Party shall be liable for all costs and expenses incurred by the other Party in connection with such action, including but not limited to reasonable attorneys' fees and court costs.6. Miscellaneous:* This Agreement shall be governed by the laws of the State of [Insert state] without regard to its conflict of laws provisions. All disputes arising out of or in connection with this Agreement shall be resolved in a court located in [Insert county] County, [Insert state], or by arbitration in accordance with the commercial arbitration rules of the American Arbitration Association. The prevailing Party in such action or arbitration shall be entitled to reasonable attorneys' fees and costs.* This Agreement may not be modified or amended except by a written instrument signed by both Parties. This Agreement shall be binding on both Parties and their successors and assigns.* The Employee acknowledges that the Company has not made any representations or warranties regarding employment or any other matters that are not expressly set forth in this Agreement. The Employee agrees not to make any claims against the Company unless such claims are specifically authorized in writing by the Company. All claims shall be subject to arbitration or litigation in accordance with the provisions of Section 6 hereof.* The Parties acknowledge that this Agreement is a confidential agreement and that neither Party shall Disclose any terms or conditions of this Agreement except as necessary to enforce its rights under this Agreement or as required by law.English VersionEmployee Confidentiality AgreementDate of Agreement: [Insert date]Parties to the Agreement:* [Insert name of the employee] (hereinafter referred to as the "Employee")* [Insert name of the company] (hereinafter referred to as the "Company")Recital:The Employee and the Company, in order to protect the confidentiality of certain information related to the Company's business, technology, and operations, agree to the following terms and conditions.1. Definitions:* "Confidential Information" means any information that is confidential or proprietary to the Company, including but not limited to its business practices, technology, products, services, pricing, financial data, marketing plans, and any other confidential or proprietary information.* "篇2员工保密协议书Confidentiality Agreement for Employees甲方（公司）：Party A (Company):1. 公司名称：2. 地址：3. 法定代表人：4. 联系方式：乙方（员工）：Party B (Employee):1. 姓名：2. 性别：3. 年龄：4. 联系方式：鉴于：Whereas:* 甲方拥有商业秘密和保密信息，需要得到妥善保护。
保密协议-Confidentiality-Agt
CONFIDENTIALITY AGREEMENT保密协议THIS CONFIDENTIALITY AGREEMENT (“Agreement”) is entered into on this day of 2014 (the “Effective Date”) between [ xxxxxxxxxxxxxxxxxxxxx], a corporation organised and existing under the laws of [ xxxxxxxxxxxxxxxxxxxxxxxxxxx] (“xxxxxxxxxx”) and [ xxxxxxxxxxxxxxxxxxxxx], a corporation organised and existing under the laws of xxxxxxxxxxxxxxx], with its registered office at [xxxxxxxxxxxxxxxxxxxxxxxxx] (“xxxxxxxxxx”) together t he “Parties” and each a “Party”.本保密协议（“协议”）在2014年月日（“生效日”）签订。
协议双方：[ xxxxxxxxxxxxxxxxxxxxx]，一家根据[ xxxxxxxxxxxxxxx]法律成立并存续的公司，注册办公地址位于 [ xxxxxxxxxxxxxxxxxxxxx] （“ xxxxxxxx”）；以及 [ xxxxxxxxxxxxxxxxxxxxx]，一家根据[xxxxxxxx]法律成立并存续的公司，注册办公地址位于[xxxxxxxxxxxxxxxxxxxxxxxxx]（“xxxxxx”）。
以上当事人在本协议中合称“双方”或单独称为“一方”。
RECITALS:The Parties are currently entering into discussions with each other with a view to potential supply of LNG to China and related investments (the “Proposed Transaction”). The Parties agree to provide each other with Confidential Information in accordance with the terms and conditions of this Agreement.鉴于：协议双方正在就为中国和相关投资项目提供LNG事宜（“拟议交易”）进行讨论。
公司保密协议中英文对照
I. Purpose and ScopeThis Confidentiality Agreement ("Agreement") is entered into between [Company Name], a company incorporated under the laws of [Jurisdiction], with its principal place of business at [Company Address] ("Company"), and [Employee's Name], an individual employed by the Company ("Employee").The purpose of this Agreement is to protect the confidential information of the Company and to ensure that such information is not disclosed to any unauthorized third party. This Agreement applies to all confidential information that the Employee may come across during the course of their employment with the Company.II. Confidential InformationFor the purposes of this Agreement, "Confidential Information" shall mean any and all information, including but not limited to:- Technical, commercial, financial, and operational information;- Customer lists, pricing information, sales data, and market research;- Proprietary software, algorithms, and methodologies;- Business plans, strategies, and forecasts;- Trade secrets;- Any other information that is not publicly known and is marked as "confidential" or that the Employee should reasonably consider to be confidential.III. Obligations of the EmployeeThe Employee agrees to:1. Maintain the confidentiality of all Confidential Information and not disclose it to any third party without the prior written consent of the Company.2. Use the Confidential Information solely for the purpose of performing their duties with the Company and not for any personal gain or for the benefit of any third party.3. Return all Confidential Information to the Company upon termination of their employment or upon the Company's request.IV. Exclusions from Confidential InformationThe obligations under this Agreement do not apply to information that:- Is or becomes publicly known through no fault of the Employee;- Is already in the Employee's possession prior to the employment and is not subject to a confidentiality obligation;- Is independently developed by the Employee without use of or reference to the Confidential Information;- Is obtained from a third party without a breach of such third party's obligations of confidentiality.V. Term and TerminationThis Agreement shall remain in effect during the Employee's employment with the Company and for a period of [X] years following the termination of the Employee's employment, regardless of the reason for termination.The Employee may terminate this Agreement at any time by providing written notice to the Company. The Company may terminate this Agreement immediately if the Employee breaches any of its obligations under this Agreement.VI. Entire AgreementThis Agreement constitutes the entire agreement between the parties regarding the subject matter hereof and supersedes all prior agreements, understandings, negotiations, and discussions, whether oral or written, of the parties.VII. Governing LawThis Agreement shall be governed by and construed in accordance with the laws of [Jurisdiction].Confidentiality AgreementI. 目的和范围本保密协议（“协议”）由[公司名称]，根据[管辖权]法律成立的公司，其主要营业地点位于[公司地址]（“公司”）与被公司雇佣的个人[员工姓名]（“员工”）之间签订。
保密协议(中英文)
CONFINDENTIALITY AGREEMENTFOR XXX CO., LTD.XXX有限公司保密协议This CONFIDENTIALITY AGREEMENT is made and effective on the [ ] day of [ ], 2006 by and between XXX CO., LTD. (hereinafter referred to as OWNER) and someone who was transmitted the proprietary information by OWNER (hereinafter called RECIPIENT).本保密协议由XXX有限公司（以下简称“所有方”）与保密信息的接受方（以下简称“接受方”），于2006年[ ]月[ ]日共同签署。
OWNER:Legal Representative:Address:所有方：法定代表人：地址：RECIPIENT:Legal Representative:Address:接受方：法定代表人：地址：Both OWNER and RECIPIENT agree as follows:所有方与接受方达成如下协议：1. Confidential Information保密信息1.1 OWNER’s Confidential Information is any information which OWNER identifies asconfidential and delivers to RECIPIENT orally, in writing or by any other media, or allows RECIPIENT to observe at OWNER’s facilities which relates to OWNER’s business, including but not limited to drawings, specifications, production schedules, marketing, application, test data, manufacturing lines, processes, machine tools, samples or the like with the following exceptions:本协议所称保密信息指：所有方认为应当保密的通过口头、书面或者其他媒体途径披露给接受方，或者由接受方利用所有方的设备亲自获取的，与所有方业务有关的所有信息，包括但不限于：图纸、规格、生产计划、市场、申请书、文本数据、生产流程、工艺、设备工具、样品及其他类似信息，但以下情况中获得的信息除外：a) Information that is explicitly approved for release by OWNER所有方明确公开的信息b) Information that was already known by RECIPIENT, as shown by RECIPIENT’s writtenrecords, prior to receiving the information from OWNER or is given to RECIPIENT by a third party through no wrongful act on the part of RECIPIENT or the third party.在所有方向接受方披露之前，披露方的书面记录中已经显示的信息，或者由第三方通过合法途径获得并以合法方式披露给接受方的信息；c) Information that is known or available to the general public.众所周知的信息。
中英文涉外公司保密协议范本3篇
中英文涉外公司保密协议范本3篇篇1Confidentiality AgreementThis Confidentiality Agreement ("Agreement") is entered into by and between [Company Name], a [Jurisdiction] corporation, having its principal place of business at [Address] ("Disclosing Party"), and [Recipient Name], an individual residing at [Address] ("Recipient").1. Confidential Information. The Disclosing Party may disclose certain confidential information to the Recipient in connection with their business relationship. Such confidential information may include, but is not limited to, proprietary information, trade secrets, customer lists, business plans, financial information, and any other information designated by the Disclosing Party as confidential.2. Obligation of Recipient. The Recipient agrees to hold all confidential information in strict confidence and not to disclose such information to any third party without the prior written consent of the Disclosing Party. The Recipient shall use theconfidential information only for the purpose of [Describe Purpose].3. Protection of Confidential Information. The Recipient agrees to take all necessary precautions to protect the confidential information, including but not limited to implementing reasonable security measures to prevent unauthorized access, use, or disclosure of the information.4. Return of Information. Upon the request of the Disclosing Party or upon termination of this Agreement, the Recipient shall promptly return all confidential information in their possession to the Disclosing Party.5. Exceptions. This Agreement shall not apply to information that: (a) was known to the Recipient prior to disclosure by the Disclosing Party; (b) is or becomes publicly known through no fault of the Recipient; (c) is independently developed by the Recipient without reference to the confidential information; (d) is rightfully obtained by the Recipient from a third party without restriction on disclosure.6. Term. This Agreement shall remain in effect for a period of [Specify Duration] from the date of this Agreement, unless terminated earlier by mutual agreement of the Parties.7. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of [Jurisdiction].8. Remedies. In the event of a breach of this Agreement, the Parties agree that the Disclosing Party shall be entitled to seek injunctive relief and any other remedies available at law or equity.IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date.[Company Name]By: [Authorized Signatory][Recipient Name]Date: [Date]This Agreement constitutes the entire understanding between the Parties with respect to the subject matter hereof and supersedes all prior agreements and understandings, whether written or oral. This Agreement may not be modified or amended except in writing signed by both Parties.篇2Confidentiality AgreementThis Confidentiality Agreement ("Agreement") is made and entered into on this [insert date] between [Company Name], a [insert jurisdiction] corporation, with its principal place of business at [insert address] (referred to as "Company") and [Employee Name], an individual residing at [insert address] (referred to as "Employee").Recitals1. Company is engaged in the business of [insert brief description of the business].2. Employee will be employed by Company in the capacity of [insert Employee's job title].3. In the course of Employee's employment, Employee will have access to and become familiar with certain confidential and proprietary information of Company.AgreementIn consideration of the above premises and the mutual covenants contained herein, the parties hereto agree as follows:1. Confidential Information. During the course of Employee's employment with Company, Employee will have access to and become familiar with certain confidential and proprietary information of Company, including but not limited to businessplans, customer lists, financial information, trade secrets, proprietary software, and other information that is of value to Company and its business.2. Non-Disclosure. Employee agrees that he/she will not, at any time during or after his/her employment with Company, disclose, divulge, communicate, or use for Employee's own benefit or gain or for the benefit or gain of any third party, any confidential or proprietary information of Company without the prior written consent of Company, except as required by law.3. Use of Information. Employee agrees that he/she will use the confidential and proprietary information of Company only for the purpose of performing his/her duties for Company and will not use such information for any other purpose.4. Return of Information. Upon the termination of Employee's employment with Company, Employee will promptly return to Company all documents, records, software, and other tangible materials containing or relating to the confidential or proprietary information of Company, and will not retain any copies or reproductions thereof.5. Remedies. Employee acknowledges that any unauthorized disclosure or use of the confidential or proprietary information of Company may cause irreparable harm to Company, for whichremedies at law may be inadequate. In the event of any breach of this Agreement by Employee, Company shall be entitled to seek injunctive relief and other equitable remedies in addition to any other rights or remedies available at law.6. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the [insert jurisdiction].7. Entire Agreement. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements and understandings, whether written or oral, relating to such subject matter.IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above written.Company: [Company Name]By: [Authorized Signatory]Employee: [Employee Name]Date: [insert date]篇3Confidentiality AgreementThis Confidentiality Agreement ("Agreement") is entered into on this ____________ day of _____________, 20____, by and between [Company Name], a corporation organized and existing under the laws of [Country], with its principal place of business at [Address] (hereinafter referred to as "Company"), and [Individual Name], residing at [Address] (hereinafter referred to as "Recipient").WHEREAS, Company and Recipient desire to enter into discussions concerning a potential business relationship between the parties (the "Purpose"); andWHEREAS, in connection with the Purpose, Company may disclose certain confidential information to Recipient;NOW, THEREFORE, in consideration of the mutual covenants contained herein, the parties hereby agree as follows:1. Confidential Information. "Confidential Information" means any and all information disclosed by Company to Recipient concerning the Purpose, including, but not limited to, trade secrets, know-how, technical data, marketing plans, financial information, customer lists, and any other information designated by Company as confidential. Confidential Information does not include information that: (a) is or becomes publicly available through no fault of Recipient; (b) was inRecipient's possession prior to disclosure by Company; or (c) is lawfully obtained by Recipient from a third party without restriction on disclosure.2. Use of Confidential Information. Recipient agrees to use the Confidential Information solely for the Purpose and not for any other purposes. Recipient shall not disclose, distribute, or disseminate the Confidential Information to any third party without the prior written consent of Company.3. Duty of Care. Recipient shall take all necessary precautions to protect the Confidential Information from unauthorized disclosure, including, but not limited to, implementing reasonable security measures and restricting access to the Confidential Information to only those employees or agents who have a need to know the information for the Purpose.4. Return of Information. Upon Company's request or upon the termination of this Agreement, Recipient shall promptly return to Company all copies of the Confidential Information, including any summaries, analyses, or other derivative works based on the Confidential Information.5. Term. This Agreement shall become effective as of the date first written above and shall continue in full force and effect until the earlier of: (a) the expiration of five (5) years from thedate of disclosure of the Confidential Information; or (b) the completion of the Purpose.6. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of [Country]. Any disputes arising out of or in connection with this Agreement shall be resolved through arbitration in accordance with the rules of [Arbitration Association].7. Miscellaneous. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements, understandings, and representations, whether oral or written, between the parties. This Agreement may not be modified except in writing signed by both parties.IN WITNESS WHEREOF, the parties have caused this Agreement to be duly executed as of the date first written above.[Company Name]By: _____________________________Name: ___________________________Title: ____________________________[Individual Name]By: _____________________________Name: ___________________________Title: ____________________________[Seal]This is a sample confidentiality agreement template that companies can use when sharing sensitive information with external parties. It is important to customize the agreement to fit the specific needs and circumstances of the parties involved.。
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Noncircumvention and Confidentiality Agreement This Non-circumvention and Confidentiality Agreement (“Agreement”) is made and effective the ___ day of ____________, 2017, by and between [ COMPANY NAME A ], [ADDRESS……. ]and [ COMPANY NAME B ], [ADDRESS……. ]. [ COMPANY NAME A ] and [ COMPANY NAME B ] are each sometimes referred to herein individually as a “Party” or collectively as the “Parties.”
WHEREAS, the Parties desire to enter into confidential discussions and negotiations with regard to the possibility of [ COMPANY NAME B ]consulting on, advising on, assisting with, or generally participating in [ PROJECT NAME ] and
WHEREAS, in order to discuss potential participation, [ COMPANY NAME A ] will need to disclose certain Confidential Information (as defined below) with [ COMPANY NAME B ]; and
WHEREAS, [ COMPANY NAME A ] desires that any Confidential Information (as defined below) provided by them or on their behalf to [ COMPANY NAME B ], or their respective representatives (a Party’s officers, directors, partners, employees, affiliates, professional advisors, assigns, or agents, including without limitation attorneys, accountants and consultants), be kept confidential.
NOW THEREFORE, in consideration of the mutual promises and covenants made herein, and with the intent to be legally bound hereby, the Parties agree as follows:
1. Noncircumvention The Parties intending to be legally bound, hereby irrevocably agree, and guarantee each other they shall not, directly or indirectly, interfere with, circumvent or attempt to circumvent, avoid, by-pass, or obviate each other's interest, or the interest or relationship between the Parties with producers, sellers, buyers, brokers, dealers, distributors, financial institutions, technology owners, developers or manufacturers, to change, increase or avoid directly or indirectly payment of established or to be established fees, commissions, or continuance of pre-established relationship or intervene in non-contracted relationship with introduced third party relationships through intermediaries, legal counsel or others, or initiate buy/sell relationships, or transactional relationships that by-pass one of the Parties with any entity or individual revealed or introduced by one of the Parties to one another in connection any on-going or future transaction or Project.
2. Confidential Information. [ COMPANY NAME A ] proposes to disclose certain of their confidential and proprietary information (the “Confidential Information”) to [ COMPANY NAME B ]. Confidential Information shall include without limitation all concepts, ideas, theories, data, formulas, processes, designs, text, art, images, mockups, materials, products, technology, computer programs, specifications, manuals, books, workbooks, business plans, software, marketing plans, financial information, business or economic terms, information regarding development and design, site information, opinions, analyses, conclusions and recommendations, pro forma information and cost elements, legal documents, product information, feasibility studies, consultant reports and other presentation and reports from third parties, architectural and design drawings, designs and plans, engineering and environmental reports, market analyses, economic impact information, positioning statements, and other similar information regarding the financing, development, design, construction, income, cost, expense, use and occupancy of the Project, commercial information, market knowledge, statistical data, and other proprietary information disclosed or submitted, orally, in writing, or by any other media, to [ COMPANY NAME B ]by [ COMPANY NAME A ], regardless of whether the term “Confidential” or a similar designation, is anywhere indicated thereon. Notwithstanding the foregoing, nothing herein shall require [ COMPANY NAME A ]to disclose any of their information.
3. [ COMPANY NAME B ] Obligations. A. [ COMPANY NAME B ] agrees that the Confidential Information is to be considered confidential and proprietary to [ COMPANY NAME A ] and [ COMPANY NAME B ]shall hold the same in strict confidence, shall not use the Confidential Information other than for the purposes of its discussions with Canyon.
B. [ COMPANY NAME B ] will not discuss, disclose, publish or otherwise reveal any of the Confidential Information received from [ COMPANY NAME A ] to any other party, firm, corporation, or entity whatsoever, except with the specific prior written authorization of [ COMPANY NAME A ].