This Non disclosure Agreement (the “Agreement”) is signed into by and between EzeeTranslate.com with all of its clients and future clients, (“Disclosing Party”) with the view of averting the unauthorized disclosure of Confidential Information as per below written rules. The parties consent of signing a confidential relationship concerning to the disclosure of certain proprietary and confidential information (“Confidential Information”).
Definition of Confidential Information: For purposes of this Agreement, “Confidential Information” shall encompass all authentic information or material that has or could have economical value or other utility in the business in which Disclosing Party is engaged. In case of written confidential information, the authorized stamp with word “confidential” shall be labelled by disclosing party. In case of verbal transmittance of confidential information, the Disclosing Party is liable to provide a writing denoting that such verbal communication includes Confidential Information.
Debarment from Confidential Information: Receiving Party’s obligations under this Agreement are not liable to the information that are: (a) promulgation at the time of disclosure or subsequently becomes publicly known without the infringement of laws by Receiving Party; (b) discovered or created by the Receiving Party before disclosure by Disclosing Party; (c) disclosing information acquainted by the receiving party by legitimate means rather from disclosing party representatives; or (d)unveiling of confidential information by Receiving Party with the written approval of disclosing party.
Obligations of Receiving Party: Receiving Party shall hold strict surveillance to secure Confidential Information ensuring exclusive benefit of the Disclosing Party. Barring employees, contractors, and third parties strictly from having access to confidential information and an agreement of nondisclosure restrictions shall be signed with them. Without written acknowledgement of disclosing party, receiving party shall be restricted to use benefit, publish, copy, or otherwise disclose to others, or permit the use by others for their benefit or to the detriment of Disclosing Party, any Confidential Information. In case of written notice by the disclosing party all records, notes, and other written, printed or tangible materials shall be returned by receiving party in its possession pertaining to Confidential Information.
Time Periods:Receiving party shall strictly abide all the provisions till the termination of agreement and it is the sole duty of Receiving Party’s to safeguard confidentiality of information and shall remain in force until the Confidential Information no longer qualifies as a trade secret or a permissible written notice of releasing is issued by the disclosing party to the receiving party.
Relationships : Contracting parties shall not deem any provisions out of this agreement to constitute either party a partner, joint venturer or employee of the other party for any purpose.
Severability: In case of any invalid provision in this agreement, it shall not affect remainder and invalid provision shall be construed and enforceable accordingly.
Waiver: In case of failure to abide by any right provided in this Agreement shall not be a waiver of prior or subsequent rights.Integration: It verifies complete negotiation between the contracting parties with reference to the subject matter and supersedes all oral or written agreements, agreements, representations, understandings. No amend mentation shall be done without written consent by both the parties.