Answer To: Portfolio Assessment Cover and Feedback Sheet ASSESSMENT TASK 1.1 DOCUMENTATION CHECKLIST Use the...
Asif answered on Apr 15 2021
Two-Way
Non-Disclosure Agreement
BETWEEN
Richard Gomes trading as webskiters mobile development
AND
Emma Smith trading as webskiters mobile development
7022299_080.doc DRAFT
TABLE OF CONTENTS
1 Definitions and interpretation 1
1.1 Dictionary 1
1.2 Interpretation 2
2 Confidentiality Obligations 3
2.1 Confidentiality 3
2.2 Use of Confidential Information 3
2.3 Protection of Confidential Information 3
2.4 Authorised Recipients 3
2.5 Exceptions 4
3 Return of Confidential Information 4
4 Intellectual Property Rights 4
5 Acknowledgements 4
6 Duration of Obligations 4
7 Notices 5
8 Termination 5
9 General Conditions 5
9.1 Date of provision of Confidential Information 5
9.2 Non-Merger of Provisions 5
9.3 No Exclusion of Law or Equity 6
9.4 Waiver 6
9.5 No Amendments without Agreement 6
9.6 Agreement in Entirety 6
9.7 Jurisdiction 6
Two-Way Confidential Non-Disclosure Agreement
Page i
7022299_018.doc
7022299_080.doc
Parties
Richard Gomes trading as webskiters mobile development
of webskiters mobile development Shirley Street PIMPAMA QLD 4209 AUSTRALIA
ABN 51 824 753 556
Emma Smith trading as webskiters mobile development
of webskiters mobile development Shirley Street PIMPAMA QLD 4209 AUSTRALIA
ABN 51 824 753 556
Background
The Parties wish to hold discussions and to disclose Confidential Information to each other only for the Permitted Purpose.
In consideration of the Disclosing Party disclosing Confidential Information to the Receiving Party and agreeing to discuss issues relating to the Permitted Purpose with the Receiving Party, and the Receiving Party agreeing to keep the Confidential Information confidential and discussing issues relating to the Permitted Purpose with the Disclosing Party, the Parties have agreed to undertake the obligations set out in this Agreement.
The Parties have agreed to disclose and receive that Confidential Information on the terms and conditions of this Agreement.
Terms and Conditions
Definitions and interpretation
Definitions
In this Agreement, the following words and phrases have the following meanings (unless the context otherwise requires):
Business Days means any day other than a Saturday, Sunday or public holiday in the Jurisdiction.
Confidential Information means information that:
is by its nature confidential;
is designated by the Disclosing Party as confidential; or
the Receiving Party knows or ought to reasonably have known is confidential in nature;
and includes all information, which relates to the Permitted Purpose, whether in a Document or provided orally, but does not include information which:
is or becomes public knowledge other than by breach of this Agreement or by any other unlawful means;
is in the possession of the Party without restriction in relation to disclosure before the date of receipt from the other Party;
is by law or the rules of any stock exchange required to be disclosed by the Recipient; or
has been independently developed, gained or acquired by the recipient without any reference to the Confidential Information.
Consequential Loss means any loss recoverable at law other than arising in the usual course of things and includes any consequential or economic loss including:
0. loss of anticipated or actual profits or revenue;
0. loss of production or use;
0. financial or holding costs;
0. loss or failure to realise any anticipated savings;
0. loss of business or business interruption;
0. loss or denial of business or commercial opportunity;
0. loss of or damage to goodwill, business reputation, future reputation or publicity;
0. downtime costs or wasted overheads; and
0. special, punitive or exemplary damages.
Disclosing Party means the Party to this Agreement that discloses any Confidential Information, directly or indirectly to the Receiving Party under or in anticipation of this Agreement.
Document includes:
0. any paper or other materials on which there is writing, marks, figures, symbols or perforations having a meaning for persons qualified to interpret them;
0. any article or material from which sounds, images or writing are capable of being reproduced with or without the aid of any other article or device; and
0. information in a form of data, text, or images stored or communicated by means of guided or unguided electromagnetic energy, or both.
Intellectual Property Rights includes all copyright and neighbouring rights, all rights in relation to inventions and discoveries (including patent and utility model rights), plant varieties, registered and unregistered trademarks (including service marks), registered designs, Confidential Information...