英文版保密协议
保密协议(中英文)
保密协议(中英文)Both parties confirm the following terms of the agreement:1.保密信息的定义:指披露方向接受方提供或透露的任何技术、商业、财务或其他信息,无论以何种方式提供,包括但不限于书面、口头、电子邮件、图表或样品等形式。
1.n of Confidential n: Refers to any technical。
commercial。
financial。
or other n provided or disclosed by the Disclosing Party to the Receiving Party。
in any form。
including but not limited to written。
oral。
electronic mail。
charts。
or samples.2.保密信息的保护:接受方应采取合理的措施,以确保保密信息的保密性和安全性,不得泄露或使其失去机密性,包括但不限于限制访问、加密、安全存储等措施。
2.XXX: The Receiving Party shall take XXX and security of the confidential n。
and shall XXX。
including but not limited to limiting access。
n。
secure storage。
and other measures.3.保密信息的使用:接受方仅可将保密信息用于履行本协议项下的义务,不得用于其他任何目的,包括但不限于复制、修改、转让、出售等。
e of Confidential n: The Receiving Party shall only use the XXX agreement。
and shall not use it for any other purpose。
including but not limited to copying。
保密协议中英文对照(2024版)
保密协议中英文对照(2024版)合同目录Chapter 1: Preliminary1.1 Purpose of the Agreement1.2 Legal Basis of the Agreement1.3 Scope of Application of the AgreementChapter 2: Definitions2.1 Definition of Confidential Information2.2 Explanation of Related TermsChapter 3: Scope and Classification of Confidential Information 3.1 Specific Scope of Confidential Information3.2 Classification Standards of Confidential Information Chapter 4: Confidentiality Obligations4.1 Confidentiality Responsibilities of the Receiving Party4.2 Confidentiality Responsibilities of the Disclosing Party 4.3 Specific Requirements for Confidentiality MeasuresChapter 5: Disclosure of Confidential Information5.1 Conditions and Restrictions for Disclosure5.2 Confidentiality Obligations After Disclosure5.3 Procedures and Requirements for DisclosureChapter 6: Liability for Breach of Contract6.1 Definition of Breach of Contract6.2 Consequences and Liabilities for Breach6.3 Remedial Measures for Breach of ContractChapter 7: Modification, Renewal, and Termination of the Agreement 7.1 Conditions and Procedures for Modification of the Agreement 7.2 Conditions for Renewal of the Agreement7.3 Conditions and Consequences for Termination of the Agreement Chapter 8: Dispute Resolution8.1 Methods and Procedures for Dispute Resolution8.2 Applicable Law and JurisdictionChapter 9: Additional Provisions9.1 Formulation and Effect of Additional Provisions9.2 Content and Scope of Additional ProvisionsChapter 10: Signature and Effectiveness10.1 Signature Section10.2 Signing Time and Place10.3 Conditions for the Effectiveness of the AgreementChapter 11: Miscellaneous11.1 Right of Interpretation of the Agreement11.2 Supplement and Modification of the Agreement11.3 Filing and Publicity of the Agreement合同编号_______第一章:前言1.1 目的本保密协议(以下简称“本协议”)由甲乙双方签订,旨在明确双方在合作过程中对保密信息的保护义务。
英文的保密协议范本
Confidentiality AgreementThis Confidentiality Agreement (the "Agreement") is entered into as of [Insert Date], by and between [Insert Company Name] ("Disclosing Party"), a company organized and existing under the laws of [Insert Jurisdiction], with a primary place of business located at [Insert Address], and[Insert Company Name] ("Receiving Party"), a company organized and existing under the laws of [Insert Jurisdiction], with a primary placeof business located at [Insert Address].1. Confidential Information1.1 Definition. "Confidential Information" means all information, data, documents, records, know-how, trade secrets, and other similar materials that are disclosed or may be disclosed by the Disclosing Party to the Receiving Party during the course of their relationship under this Agreement, whether orally, in writing, or in any other form, including, but not limited to, business plans, strategies, financial statements, customer lists, product specifications, research and development data, and any other information that the Disclosing Party considers to be confidential.1.2 Exclusions. The term "Confidential Information" shall not includeany information that: (a) is or becomes publicly known through no fault of the Receiving Party; (b) was rightfully in the possession of the Receiving Party prior to the disclosure by the Disclosing Party; (c) is rightfully obtained by the Receiving Party from a third party without obligation of confidentiality; or (d) is independently developed by the Receiving Party without use of the Confidential Information.2. Use and Protection of Confidential Information2.1 Use. The Receiving Party agrees that it will not use theConfidential Information for any purpose other than the performance of the activities contemplated under this Agreement.2.2 Protection. The Receiving Party agrees to hold the Confidential Information in strict confidence and to take all reasonable precautions to prevent any unauthorized use, disclosure, or publication of theConfidential Information. The Receiving Party shall ensure that any of its employees, agents, or contractors who have access to theConfidential Information are bound by obligations of confidentiality at least as stringent as those set forth in this Agreement.3. Duration of Agreement3.1 Confidentiality Period. The Receiving Party's obligations under this Agreement shall continue for a period of [Insert Number] years from the date of termination or expiration of the parties' relationship underthis Agreement, except that the Receiving Party's obligations with respect to any Confidential Information that is still protected by a valid patent or copyright shall continue until such patent or copyright expires.3.2 Termination. This Agreement may be terminated by either party upon written notice to the other party. Upon termination, the Receiving Party shall return all Confidential Information to the Disclosing Party or destroy all such information, at the Disclosing Party's option, and certify in writing that it has fully complied with its obligations under this Agreement.4. breach4.1 Breach. The Receiving Party acknowledges that any unauthorized use, disclosure, or publication of the Confidential Information would cause the Disclosing Party irreparable harm for which monetary damages would not be an adequate remedy. In the event of a breach of this Agreement by the Receiving Party, the Disclosing Party shall be entitled to seek equitable relief, including injunctive relief, without prejudice to any other rights and remedies available to it under applicable law.5. Miscellaneous5.1 Entire Agreement. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements, understandings, negotiations, and discussions, whether oral or written, of the parties.5.2 Amendments. This Agreement may be amended or modified only by a written instrument executed by both parties.5.3 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of [Insert Jurisdiction].5.4 Successors and Assigns. This Agreement shall be binding upon and inure to the benefit of the parties and their respective successors and assigns.IN WITNESS WHEREOF, the parties have executed this Confidentiality Agreement as of the date first above written.Disclosing Party: [Insert Company Name]By: ___________________________Name: [Insert Name]Title: [Insert Title]Date: [Insert Date]Receiving Party: [Insert Company Name]By: ___________________________Name: [Insert Name]Title: [Insert Title]Date: [Insert Date]。
保密协议范本(中英文)
保密协议NON-DISCLOSURE AGREEMENT项目名称(P r o j e c t):合同编号(C o n t r a c t N o.):签订地点(P l a c e o f s i g n i n g):签订时间(D a t e o f s i g n i n g):甲方(Party A):乙方(Party B):鉴于甲、乙双方在项目(“项目”)中互相披露保密信息,为了促进双方间的洽谈以及项目有关合同的签订与履行,明确协议双方的保密责任,甲、乙双方经平等、友好协商,签订本协议,以共同信守。
Whereas, Party A and Party B may mutually disclose the confidential information and materials for the project (the “Project”);Whereas, to facilitate the discussion, execution and implementation of the Project related contracts by both parties and to clarify the confidential obligations thereof, Party A and Party B wish to sign this Agreement after equal and friendly negotiation.NOW, THEREFORE, the parties hereto, intending to be legally bound, do hereby agree as follows:1.名词释义(Definition)1.1披露方:指基于此协议披露保密信息的一方。
The Disclosing Party shall mean the party who disclose confidential information under this agreement.1.2接收方:指基于此协议获取保密信息的一方。
保密协议英文版带翻译
三一文库()〔保密协议英文版带翻译〕保密协议英文版带翻译由31doc整理,双方就各自的隐私签订保密协议,在期间不能违规公开机密,以下是小编整理的保密协议英文版带翻译NON-DISCLOSUREAGREEMENT保密协议ThisNon-DisclosureAgreement(theAgreement)ismadeande nteredintoasofthelaterofthetwosignaturedatesbelowbyandbetweenxxxxxxx.,aDelwarecorporation,and_________ ________.本保密协议(以下称协议)自xxxxxxx(一个位于Delware(特拉华)的公司)与_________________签订之日起生效。
INCONSIDERATIONOFTHEMUTUALPROMISESANDCOVENANTSCONTA INEDINTHISAGREEMENTANDTHEMUTUALDISCLOSUREOFCONFIDEN TIALINFORMATION,THEPARTIESHERETOAGREEASFOLLOWS:以本协议的双方相互承诺和保证以及双方不(对外)公开保密信息为对价,双方约定如下:1.DefinitionofConfidentialInformationandExclusions. 保密信息的定义及除外条款(a)ConfidentialInformationmeansnonpublicinformationthatapartytothisAgreement(DisclosingParty)designate sasbeingconfidentialtothepartythatreceivessuchinfor mation(ReceivingParty)orwhich,underthecircumstances surroundingdisclosureoughttobetreatedasconfidential bytheReceivingParty.ConfidentialInformationincludes ,withoutlimitation,informationintangibleorintangibl eformrelatingtoand/orincludingallbusiness,technical ,andfinancialinformation(including,withoutlimitatio n,specificcustomerrequirements,customerandpotential customerlists,marketingandpromotionalinformation,tradesecret,copyright,andtra demarkinformation,andinformationconcerningapartysem ployees,agents,divisions,practices,policies,operati ons,andpricinginformation),aswellasinformationrecei vedfromothersthatDisclosingPartyisobligatedtotreata sconfidential.ExceptasotherwiseindicatedinthisAgree ment,thetermDisclosingPartyalsoincludesallAffiliate softheDisclosingPartyand,exceptasotherwiseindicated ,thetermReceivingPartyalsoincludesallAffiliatesofth eReceivingParty.AnAffiliatemeansanyperson,partnership,jointventure,corporationorotherformofenterprise,domesticorforeig n,includingbutnotlimitedtosubsidiaries,thatdirectly orindirectly,control,arecontrolledby,orareundercomm oncontrolwithaparty.(a)保密信息意为本协议的一方(以下称公开方)向接收此等信息的一方(以下称接收方)指明信息为机密的非公开的信息,或应被接收方视为机密信息的信息。
2024年最新版--保密协议书(详细)英文版
2024年最新版--保密协议书(详细)英文版2024 Latest Version - Confidentiality Agreement (Detailed)This document serves as a legally binding agreement between parties involved in a specific project or business venture, outlining the terms and conditions regarding the non-disclosure of confidential information.Parties InvolvedThe agreement is entered into between the Disclosing Party, who is the entity sharing the confidential information, and the Receiving Party, who is the entity receiving the confidential information.Definition of Confidential InformationConfidential Information refers to any data or knowledge disclosed by the Disclosing Party to the Receiving Party that is not generally known to the public and is deemed confidential or proprietary in nature.Obligations of the Receiving PartyThe Receiving Party agrees to maintain the confidentiality of the disclosed information and not disclose it to any third party without the prior written consent of the Disclosing Party. The Receiving Party must also use the confidential information solely for the purpose specified in the agreement and take necessary measures to protect the confidentiality of the information.Exceptions to Confidential InformationThe Receiving Party's obligations under the agreement do not apply to information that is already in the public domain, rightfully obtained from a third party without any confidentiality obligations, independently developed by the Receiving Party, or required to be disclosed by law.Term and TerminationThe confidentiality obligations of the Receiving Party will remain in effect for a specified period as outlined in the agreement or until the confidential information becomes publicly available through no fault of the Receiving Party. The agreement may be terminated by mutual consent of the parties or by a court order.Remedies for Breach of AgreementIn the event of a breach of the confidentiality agreement, the Disclosing Party may seek legal remedies, including but not limited to injunctive relief, monetary damages, and attorney fees. The Receiving Party may also be subject to termination of the agreement and other disciplinary actions.Governing Law and JurisdictionAny disputes arising from the agreement will be governed by the laws of the jurisdiction specified in the agreement. The parties agree to submit to the exclusive jurisdiction of the courts in that jurisdiction for the resolution of any disputes.Entire AgreementThis confidentiality agreement constitutes the entire understanding between the parties regarding the subject matter and supersedes any prior agreements or discussions. Any modifications to the agreement must be made in writing and signed by both parties.By signing below, the parties acknowledge their understanding and acceptance of the terms and conditions outlined in this confidentiality agreement.[Signature of Disclosing Party] [Date][Signature of Receiving Party] [Date]。
中英文涉外公司保密协议范本4篇
中英文涉外公司保密协议范本4篇篇1Confidentiality AgreementThis Confidentiality Agreement (the "Agreement") is made and entered into on this ____ day of ____, 20__, by and between [Company Name], a [country] company with its principal place of business at [Address] (the "Disclosing Party"), and [Recipient Name], a [country] company with its principal place of business at [Address] (the "Recipient").1. Confidential Information. "Confidential Information" means any information disclosed by the Disclosing Party to the Recipient, whether written or oral, that is designated as confidential or that reasonable person would understand to be confidential. Confidential Information may include, but is not limited to, trade secrets, business plans, financial information, customer lists, and any other information marked as confidential.2. Non-Disclosure. The Recipient agrees to hold the Confidential Information in strict confidence and not to disclose it to any third party without the prior written consent of the Disclosing Party. The Recipient further agrees not to use theConfidential Information for any purpose other than as expressly authorized by the Disclosing Party.3. Employees and Agents. The Recipient shall restrict access to the Confidential Information to only those employees or agents who have a need to know the information and who have signed a confidentiality agreement no less restrictive than the terms set forth in this Agreement.4. Limitations. The obligations of confidentiality set forth in this Agreement shall not apply to any information that: (a) is or becomes publicly known through no fault of the Recipient; (b) is independently developed by the Recipient without reference to the Confidential Information; (c) is rightfully received by the Recipient from a third party without restrictions on disclosure; or (d) is required to be disclosed by law or court order, provided that the Recipient gives the Disclosing Party prompt notice of such requirement and cooperates with the Disclosing Party in seeking a protective order.5. Return of Information. Upon the request of the Disclosing Party, or upon termination of this Agreement, the Recipient shall promptly return all Confidential Information, including all copies, notes, and extracts thereof, to the Disclosing Party or certify in writing the destruction thereof.6. No License. Nothing in this Agreement shall be construed as granting any license or other rights to the Recipient with respect to the Confidential Information, except as expressly set forth herein.7. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of [country], without regard to its conflicts of laws principles. Any dispute arising under this Agreement shall be resolved in the courts of [country].8. Miscellaneous. 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. This Agreement may not be amended except in writing signed by both parties. If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first above written.[Company Name]By: ________________________Name: ______________________Title: ______________________[Recipient Name]By: ________________________Name: ______________________Title: ______________________Date: ______________________篇2Confidentiality AgreementThis Confidentiality Agreement ("Agreement") is entered into on [Date], by and between [Company name], a [Country] company, having its principal place of business at [Address] and [Recipient name], residing at [Address] (“Recipient”).1. Purpose: The purpose of this Agreement is to define the terms under which Confidential Information will be disclosed by [Company name] to Recipient for the purpose of [Purpose].2. Definition of Confidential Information: For the purposes of this Agreement, "Confidential Information" shall mean any and all non-public information, including, but not limited to, financial information, business strategies, customer lists, trade secrets,technical data, and any other information that is designated as confidential by [Company name].3. Non-Disclosure: Recipient agrees to hold the Confidential Information in strict confidence and not to disclose, directly or indirectly, or use the Confidential Information for any purpose other than for the purpose of [Purpose].4. Exceptions: R ecipient’s obligations under Section 3 will not apply to any information that: (a) is or becomes publicly known through no fault of Recipient; (b) Recipient can demonstrate was in its possession prior to receipt from [Company name]; (c) is independently developed by Recipient without reference to the Confidential Information; or (d) is disclosed with the written consent of [Company name].5. Protection of Information: Recipient agrees to take all reasonable precautions to protect the Confidential Information, including, but not limited to, restricting access to the information to only those employees or contractors with a need to know.6. Return of Information: Upon [Company name]’s written request or upon termination of this Agreement, Recipient agrees to promptly return or destroy all Confidential Information and confirm such destruction in writing.7. Governing Law: This Agreement shall be governed by and construed in accordance with the laws of [Country]. Any disputes arising under this Agreement shall be subject to the exclusive jurisdiction of the courts of [Country].8. Term: This Agreement shall commence on [Date] and shall continue in full force and effect until terminated by either party upon written notice.IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first above written.[Company name]By: ______________________Title: ____________________Date: __________________[Recipient name]By: ______________________Title: ____________________Date: __________________In witness whereof, the above Parties agree to the terms and conditions set forth in this Agreement.[Company name]Signature: ___________________Date: ___________________[Recipient name]Signature: ___________________Date: ___________________This sample Confidentiality Agreement is provided for informational purposes only and should not be construed as legal advice. It is recommended that you consult with legal counsel before implementing any confidentiality agreements.篇3Confidentiality AgreementThis Confidentiality Agreement (the "Agreement") is made and entered into as of [Date] by and between [Company Name], a company organized and existing under the laws of [Country], with its principal place of business at [Address] (the "Company"), and [Recipient Name], an individual residing at [Address] (the "Recipient").WHEREAS, the Company operates a business involving the development and marketing of [Products/Services]; andWHEREAS, the Company has proprietary information and trade secrets related to its business that are valuable and not generally known to the public; andWHEREAS, the Company desires to disclose certain confidential information to the Recipient in connection with a potential business relationship between the parties.NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, the parties agree as follows:1. Confidential Information. For purposes of this Agreement, "Confidential Information" means all information, data, materials, and other items, including but not limited to, technical, financial, and business information, customer and supplier lists, marketing and sales plans, research and development plans, and any other information that is not generally known to the public that is disclosed by the Company to the Recipient.2. Non-Disclosure. The Recipient agrees that it will not disclose, disseminate, or in any way distribute any Confidential Information to any third party without the prior written consent of the Company. The Recipient further agrees that it will not usethe Confidential Information for any purpose other than as required in connection with the potential business relationship between the parties.3. Protection of Confidential Information. The Recipient agrees to take all reasonable precautions to prevent the unauthorized disclosure, dissemination, or use of the Confidential Information. The Recipient shall treat the Confidential Information with the same degree of care that it would use to protect its own confidential information, but in no event less than a reasonable standard of care.4. Return of Confidential Information. Upon the written request of the Company, the Recipient agrees to promptly return or destroy all Confidential Information in its possession or control, including all copies, notes, and extracts thereof.5. No License or Rights. This Agreement does not grant the Recipient any license or rights to the Confidential Information, except as expressly set forth herein.6. Duration. The obligations set forth in this Agreement shall continue indefinitely from the effective date set forth above and shall survive any termination of the potential business relationship between the parties.7. Remedies. The parties acknowledge that a breach of this Agreement may cause irreparable harm to the Company for which monetary damages may be inadequate. Accordingly, the Company shall be entitled to seek injunctive relief to enforce the terms of this Agreement in addition to any other remedies available at law or in equity.8. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of [Country], without regard to its conflict of laws principles.IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by their duly authorized representatives as of the date first above written.[Company Name]By: ______________________________Name: ______________________________Title: ______________________________[Recipient Name]By: ______________________________Name: ______________________________Title: ______________________________Date: ______________________________This Agreement constitutes the entire understanding between the parties concerning the subject matter hereof and supersedes all prior agreements, discussions, negotiations, and understandings, whether oral or written. This Agreement may not be modified or amended except in writing signed by both parties.篇4Non-disclosure AgreementThis Agreement is entered into by and between [Company Name], a company incorporated under the laws of [Country], with its registered address at [Address], referred to as "Disclosing Party," and [Recipient Name], a company incorporated under the laws of [Country], with its registered address at [Address], referred to as "Recipient."Definition of Confidential InformationFor the purposes of this Agreement, "Confidential Information" means any and all information, data, or materials disclosed by the Disclosing Party to the Recipient, whether inwriting, orally, or in any other form, that is proprietary, confidential, valuable, or that is not generally known to the public. Confidential Information shall include, but not be limited to, trade secrets, business plans, financial information, customer lists, software, specifications, and any other information that is marked as "Confidential."Non-Disclosure ObligationsRecipient agrees not to disclose, publish, or disseminate any Confidential Information to any third party without the prior written consent of the Disclosing Party. Recipient further agrees to use all reasonable efforts to prevent the unauthorized disclosure or use of the Confidential Information. Recipient shall only disclose Confidential Information to its employees, contractors, or advisors who have a legitimate need to know and who are bound by similar confidentiality obligations.ExceptionsRecipient's non-disclosure obligations shall not apply to any information that: (a) is or becomes publicly available without breach of this Agreement; (b) was in Recipient's possession prior to disclosure by the Disclosing Party; (c) is rightfully obtained by Recipient from a third party without restrictions on disclosure; or(d) is independently developed by Recipient without reference to the Disclosing Party's Confidential Information.Return or Destruction of Confidential InformationUpon the written request of the Disclosing Party, or upon termination of this Agreement, Recipient shall promptly return or destroy all copies of the Confidential Information in its possession or control and provide written certification of such return or destruction.RemediesRecipient acknowledges that any unauthorized disclosure or use of the Confidential Information may cause irreparable harm to the Disclosing Party. In addition to any other remedies available at law or in equity, the Disclosing Party shall be entitled to seek injunctive relief to enforce the terms of this Agreement.Term and TerminationThis Agreement shall commence on the Effective Date and shall remain in effect for a period of [X] years from the Effective Date unless earlier terminated by either party upon written notice. The obligations of confidentiality under this Agreement shall survive the termination of this Agreement.Governing Law and JurisdictionThis Agreement shall be governed by and construed in accordance with the laws of [Country]. Any dispute arising out of or in connection with this Agreement shall be submitted to the exclusive jurisdiction of the courts of [Country].This Agreement constitutes the entire understanding between the parties with respect to the subject matter hereof and supersedes all prior discussions, agreements, or understandings between the parties.IN WITNESS WHEREOF, the undersigned have executed this Non-Disclosure Agreement as of the Effective Date.[Company Name] [Recipient Name]By: _______________________ By: ________________________Name: Name:Title: Title:Date: Date:。
员工中英文保密协议书6篇
员工中英文保密协议书6篇篇1本协议于____年____月____日由以下两方签订:雇主:[公司名称]地址:[公司地址]员工:[员工姓名]地址:[员工地址]鉴于员工在职位上可能接触和了解公司的商业秘密,为明确保密责任,双方同意签订以下保密协议:一、保密的内容和范围员工在公司工作期间接触到的所有商业秘密,包括但不限于技术信息、经营信息、客户资料等,均属于保密范围。
员工必须严格保守,不得泄露。
二、保密责任和义务员工应严格遵守保密义务,不得将保密信息泄露给任何第三方,包括但不限于个人、亲友、其他公司或组织等。
同时,员工应采取有效措施保护保密信息的安全,防止丢失、被盗或非法使用。
三、保密期限本协议所约定的保密期限自员工与公司签订劳动合同之日起生效,并在劳动合同有效期内持续有效。
即使劳动合同终止或解除,员工仍需在合理期限内继续履行保密责任。
具体期限视涉及保密信息的性质、重要性及法律要求而定。
四、免责条款若员工在履行职务过程中,因不可抗力因素导致保密信息泄露,且已经尽到最大努力防止泄露的,公司不得追究员工的责任。
五、违约责任和救济措施如员工违反本协议约定的保密义务,公司有权采取以下一种或多种救济措施:1. 警告并责令改正;2. 解除劳动合同;3. 追究法律责任并要求赔偿损失。
六、法律适用和争议解决本协议适用中华人民共和国法律。
因本协议引起的争议,双方应首先友好协商解决;协商不成的,任何一方均有权向有管辖权的人民法院提起诉讼。
本协议一式两份,雇主和员工各持一份。
本协议的任何修改或补充应以书面形式作出,并经双方签字确认。
本协议自双方签字之日起生效。
特此公证。
兹以此签字盖章为凭据于上所述之日期和地点正式签订本保密协议双方对本协议均无异议且承诺共同遵守之条条款款英文版本如下:Employee Confidentiality AgreementThis agreement is made on ____(Date) by and between the following two parties:Employer: [Company Name]Address: [Company Address]Employee: [Employee Name]Address: [Employee Address]In view of the fact that employees may have access to and understand the company’s business secrets in their position, in order to clarify confidentiality responsibilities, both parties agree to sign the following confidentiality agreement:I. Confidential Information and Scope of ConfidentialityAll business secrets that employees may have access to during their work at the company, including but not limited to technical information, business information, customer data, etc., are within the scope of confidentiality. Employees must strictly keep them confidential and not disclose them.II. Confidentiality Responsibilities and ObligationsEmployees shall strictly comply with confidentiality obligations and not disclose confidential information to any third party, including individuals, friends, other companies or organizations. At the same time, employees shall take effective measures to protect the security of confidential information and prevent loss, theft or illegal use.III. Confidentiality PeriodThe confidentiality period agreed in this agreement is effective from the date of signing the labor contract with the company and remains valid during the term of the labor contract.Even after the termination or rescission of the labor contract, employees still need to continue to perform confidentiality responsibilities within a reasonable period of time. The specific period depends on the nature, importance, and legal requirements of the confidential information involved.篇2本协议于XXXX年XX月XX日由以下两方签订:雇主:(以下简称“公司”)员工:(以下简称“员工”)鉴于双方对于公司业务的顺利发展和保密信息的重要性有共同认识,为明确员工的保密义务和责任,双方同意按照以下条款达成保密协议:一、保密信息的定义本协议所称的保密信息包括但不限于以下内容:公司的技术信息、商业信息、客户信息、合同内容、财务数据、管理策略等一切涉及公司利益的信息。
涉外公司保密协议范本(中英)8篇
涉外公司保密协议范本(中英)8篇篇1保密协议本保密协议(“协议”)由以下两方签订:公司:__________ (以下简称“公司”)地址:__________与员工/顾问/合作伙伴:__________ (以下简称“接受方”)地址:__________鉴于公司经常向接受方透露公司的专有信息和商业秘密,为保护公司和接受方的权益,特此达成以下协议:一、定义本协议下的“保密信息”包括但不限于以下内容:技术信息、商业计划、客户信息、产品策略、财务数据、供应商信息及其他任何未公开的商业秘密。
这些信息应以任何形式(纸质、电子等)保密保存。
二、保密义务1. 接受方应对保密信息保持严格的保密,不得向任何第三方透露或分享。
2. 接受方仅可将保密信息用于执行与公司签订的合同或协议之目的。
3. 接受方应采取合理的安全措施,防止保密信息被泄露或被非法获取。
4. 在离职或合同终止后,接受方应立即归还所有包含保密信息的文件或资料。
三、例外情况本协议不阻止接受方在以下情况下分享保密信息:1. 法律法规要求披露的信息。
2. 在公司知情并同意的情况下披露的信息。
3. 公开已知的或非保密的信息。
四、法律责任如接受方违反本协议,公司有权要求接受方承担由此产生的所有法律责任,包括但不限于因违反保密义务导致的损失赔偿。
五、争议解决因执行本协议产生的任何争议,双方应首先通过友好协商解决。
如协商不成,任何一方均可将争议提交至有管辖权的人民法院解决。
六、其他条款1. 本协议自双方签字之日起生效,且持续有效。
2. 本协议的修改和终止需经双方书面同意。
3. 本协议受中华人民共和国法律管辖。
保密协议(英文版)NON-DISCLOSURE AGREEMENTThis Non-Disclosure Agreement (the “Agreement”) is made by and between:Company: __________ (hereinafter referred to as the “Company”)Address: __________AndEmployee/Consultant/Partner: __________ (hereinafter referred to as the “Recipient”)Address: __________WHEREAS, the Company frequently disclosed its proprietary information and trade secrets to the Recipient, in order to protect the rights and interests of both parties, the following agreement is hereby reached:I. DefinitionII. Confidentiality Obligations1. The Recipient shall maintain strict confidentiality over the confidential information and shall not disclose or share it with any third party.2. The Recipient shall use the confidential information only for the purpose of executing the contracts or agreements signed with the Company.篇2本协议于XXXX年XX月XX日由以下两方签订:公司方:【公司名称】(以下简称“公司”)员工:【员工姓名】(以下简称“员工”)鉴于双方在共同合作中的信任,以及对商业秘密的充分认知和尊重,特此签订本保密协议以明确各自的职责和保密义务。
保密协议NDA中英文
保密协议NDA中英文保密协议(NDA)中英文保密协议(NDA)是一份合同,用于确保双方在共享、交换敏感信息时保持信息的机密性。
本文将为您提供一份保密协议(NDA)的中英文范本。
Confidentiality Agreement (NDA)This Confidentiality Agreement (the "Agreement") is entered into as of [Date] (the "Effective Date") by and between:________________________________________________ [Name of Party Disclosing Confidential Information], a company organized and existing under the laws of [Jurisdiction] and having its principal place of business at [Address] (the "Disclosing Party"), and________________________________________________ [Name of Party Receiving Confidential Information], a company organized and existing under the laws of [Jurisdiction] and having its principal place of business at [Address] (the "Receiving Party").The Disclosing Party and the Receiving Party shall collectively be referred to as the "Parties".WHEREAS, the Parties desire to explore a businessopportunity/project/event [Description of Opportunity/Project/Event] (the "Purpose of Disclosure") which may require the exchange and disclosure of certain confidential information;NOW, THEREFORE, in consideration of the mutual covenants contained herein, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties agree as follows:1. Definition of Confidential InformationThe term "Confidential Information" as used in this Agreement shall mean any and all information, in whatever form, tangible or intangible, disclosed by the Disclosing Party to the Receiving Party, including but not limited to:1.1 Trade secrets, designs, ideas, concepts, know-how, techniques, processes, formulas, inventions, patents, copyrights, trademarks, and any other intellectual property;1.2 Financial, commercial, technical or marketing information relating to the Disclosing Party's business operations;1.3 Information regarding the Disclosing Party's customers, suppliers, contractors, and other related third parties;1.4 Any other information identified by the Disclosing Party as confidential at the time of disclosure, or which, under the circumstances of disclosure, would be understood by a reasonable person to be confidential.2. Obligations of the Receiving Party2.1 The Receiving Party shall hold the Confidential Information in strict confidence, using the same degree of care and security measures as it uses toprotect its own confidential information of a similar nature, but not less than a reasonable standard of care.2.2 The Receiving Party shall not disclose the Confidential Information to any third party, except as expressly permitted in writing by the Disclosing Party.2.3 The Receiving Party shall use the Confidential Information solely for the Purpose of Disclosure and shall not use it for any other purpose without the prior written consent of the Disclosing Party.3. Exceptions to ConfidentialityThe obligations of confidentiality set forth in this Agreement shall not apply to any Confidential Information that:3.1 Was known to the Receiving Party prior to its receipt from the Disclosing Party, as evidenced by written records;3.2 Is or becomes part of the public domain through no fault of the Receiving Party;3.3 Is disclosed to the Receiving Party by a third party without any obligation of confidentiality;3.4 Is independently developed by the Receiving Party without reference to or use of the Confidential Information;3.5 Is required to be disclosed by a court, administrative agency, or regulatory body, provided that the Receiving Party provides prompt notice to the Disclosing Party before making such disclosure.4. Return or Destruction of Confidential Information4.1 Upon the written request of the Disclosing Party, or upon the termination of this Agreement, whichever occurs earlier, the Receiving Party shall promptly return or destroy all copies of the Confidential Information, including any notes, summaries, or analyses derived therefrom.4.2 Notwithstanding the above, the Receiving Party may retain copies of the Confidential Information solely for its legal and archival purposes.5. Term and TerminationThis Agreement shall commence on the Effective Date and shall remain in effect until [Duration], unless terminated earlier by either Party upon [Notice Period]. The obligations of confidentiality set forth herein shall survive the termination of this Agreement.6. Governing Law and Dispute ResolutionThis Agreement shall be governed by and construed in accordance with the laws of [Jurisdiction]. Any dispute arising out of or in connection with this Agreement shall be resolved through amicable negotiations. In the event that the Parties are unable to resolve such dispute amicably within [Time Period], either Party may refer the dispute to mediation or arbitration in accordance with the laws of [Jurisdiction].7. Entire AgreementThis Agreement constitutes the entire agreement between the Parties pertaining to the subject matter hereof and supersedes all prior discussions, negotiations, and agreements, whether oral or written.IN WITNESS WHEREOF, the Parties hereto have caused this Confidentiality Agreement to be executed by their duly authorized representatives as of the Effective Date.[Name of Disclosing Party]______________________________[Title][Date][Name of Receiving Party]______________________________[Title][Date]。
保密协议英文合同范本
保密协议英文合同范本保密协议(Confidentiality Agreement)甲方(披露方):名称:____________________地址:____________________联系人:__________________乙方(接收方):名称:____________________地址:____________________联系人:__________________鉴于:1. 甲方拥有或可能拥有某些保密信息,该等信息对甲方具有重要意义;2. 乙方希望获得该等保密信息以便进行特定目的的评估或合作;3. 甲方同意向乙方披露该等保密信息,但前提是乙方必须承担保密义务。
基于上述前提,双方同意如下:1. 定义“保密信息”指任何形式的信息,包括但不限于技术数据、商业信息、营销计划、客户名单、财务数据、未公开的研发成果等,无论是否已以书面形式记录,只要被甲方标记为保密或根据本协议的条款应被视为保密的信息。
“披露”指通过任何方式向乙方或其代表提供、展示或使其能够访问保密信息的行为。
“接收方人员”指乙方的董事、员工、顾问或其他代表,他们需要为了评估或合作目的而知晓保密信息。
2. 保密义务乙方同意:a) 对保密信息保密,并采取一切合理措施保护其不被未授权披露或使用;b) 仅在为了评估或合作目的而必要的情况下,向其接收方人员披露保密信息,并确保这些人员也遵守本协议的保密义务;c) 不得复制或以任何方式记录保密信息,除非为了评估或合作目的而必要,并且任何此类复制或记录也将被视为保密信息,受到本协议的约束。
3. 保密期限本协议项下的保密义务自本协议签订之日起算,持续有效至协议终止或保密信息成为公开信息,以先发生者为准。
4. 例外a) 在披露前已为公众所知的信息;b) 由乙方独立开发,且乙方能够证明其开发与保密信息的披露无关的信息;c) 从有权披露该信息的第三方合法获得的信息。
5. 返还或销毁在本协议终止或乙方不再需要保密信息时,乙方应立即返还或按照甲方的指示销毁所有包含保密信息的文件和材料。
保密协议中英文范本
保密协议中英文范本Confidentiality Agreement / 保密协议1. Purpose / 目的This Confidentiality Agreement (the "Agreement") is entered into by and between the undersigned parties (the "Parties") to protect the confidential and proprietary information (the "Information") shared between them. The Agreement sets forth the conditions and obligations imposed on the Parties in relation to the handling and protection of the Information.2. Definitions / 定义a. "Disclosing Party" refers to the party who discloses the Information.b. "Receiving Party" refers to the party who receives the Information.c. "Confidential Information" refers to any non-public, proprietary, or confidential information disclosed by the Disclosing Party to the Receiving Party, including but not limited to trade secrets, customer data, financial information, marketing strategies, and any other sensitive information.d. "Effective Date" refers to the date on which both Parties sign this Agreement.3. Obligations /义务a. The Receiving Party shall hold the Confidential Information in strict confidence and not disclose, publish, or otherwise reveal any part of it to any third party without the prior written consent of the Disclosing Party.b. The Receiving Party shall take all necessary measures to prevent unauthorized access, disclosure, or use of the Confidential Information. This includes implementing security protocols, restricting access to authorized personnel only, and using reasonable efforts to protect the Information from theft, loss, or damage.c. The Receiving Party shall only use the Confidential Information for the purposes specified by the Disclosing Party and shall not use it for any other purpose without obtaining written consent.d. The Receiving Party shall promptly notify the Disclosing Party in writing if it becomes aware of any unauthorized disclosure or use of the Confidential Information.4. Term and Termination / 期限与终止a. This Agreement shall come into effect on the Effective Date and shall remain in effect for a period of [X] years from the Effective Date, unless otherwise terminated.b. Either Party may terminate this Agreement by providing written notice to the other Party in the event of a material breach of any provision of this Agreement.c. Upon termination, the Receiving Party shall promptly return or destroy all Confidential Information received from the Disclosing Party, as requested by the Disclosing Party.5. Governing Law and Jurisdiction / 适用法律与管辖权This Agreement shall be governed and construed in accordance with the laws of [jurisdiction]. Any disputes arising from or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts in [jurisdiction].6. Miscellaneous / 其他条款a. This Agreement constitutes the entire agreement between the Parties and supersedes any prior understanding or agreement, whether written or oral, relating to the subject matter herein.b. No modification or amendment of this Agreement shall be valid unless in writing and signed by both Parties.c. If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.d. This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.7. Confidentiality Agreement in Chinese / 保密协议中文范本保密协议1.目的本保密协议(以下称“协议”)由双方签署,旨在保护双方之间共享的机密和专有信息(以下称“信息”)。
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 as confidential and delivers toRECIPIENT 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 written records, prior to receiving theinformation 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。
保密协议_中英文版
一、协议双方甲方(以下简称“甲方”):名称:____________________地址:____________________法定代表人:____________________乙方(以下简称“乙方”):名称:____________________地址:____________________法定代表人:____________________二、保密信息范围1. 甲方在合作、业务往来、技术研发、市场推广等过程中,向乙方提供的任何形式的商业秘密、技术秘密、管理秘密、财务秘密、客户信息、合作伙伴信息等非公开信息。
2. 乙方在甲方提供的上述信息基础上,自行研发或通过其他途径获得的非公开信息。
3. 甲方与乙方之间在合作过程中产生的、涉及双方利益的非公开信息。
三、保密义务1. 乙方应对甲方提供的保密信息严格保密,未经甲方书面同意,不得向任何第三方泄露、披露或使用。
2. 乙方应对其自行研发或通过其他途径获得的保密信息,采取与甲方保密信息同等保密措施。
3. 乙方在履行保密义务过程中,应遵守国家法律法规、行业规范及社会公德。
4. 乙方应确保其员工、代理人、合作伙伴等知晓并遵守本保密协议。
四、保密期限本保密协议的保密期限为自本协议签订之日起至甲方提供的保密信息公开或保密期限届满之日止。
五、违约责任1. 若乙方违反本保密协议,泄露、披露或使用保密信息,应立即停止违法行为,并赔偿甲方因此遭受的直接经济损失。
2. 若乙方违反本保密协议,给甲方造成严重损害的,甲方有权要求乙方承担相应的法律责任。
3. 乙方违反本保密协议,造成甲方损失的,甲方有权要求乙方支付违约金,违约金数额为本协议签订之日到违约行为发生之日止,甲方因违约行为所遭受的损失的30%。
六、争议解决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。
2. 乙方与甲方之间因本协议产生的争议,应首先通过友好协商解决;协商不成的,任何一方均可向甲方所在地人民法院提起诉讼。
(完整版)保密协议NDA(中英文)
Mutual Non-Disclosure and Confidentiality Agreement保密协议This Mutual Non-Disclosure and Confidentiality Agreement (this “Agreement”) is made and entered into as of this day of , 2018 (the “Effective Date”) by and between (the "Party A"), a company duly organized and registered under the laws of , whose registered address is situated at, and(the “Party B"), a company duly organized and registered under the laws of , whose registered address is situated at. Each of Party A and Party B may be referred to herein as a “Party” and collectively as the “Parties”.本保密协议(“本协议”)由以下双方于年月日(生效日)签订:(“甲方”),其依据国法律成立并注册,注册地址为;和(“乙方”),其依据国法律成立并注册,注册地址为。
本协议中,甲方和乙方各称“一方”,合称“双方”。
WHEREAS the Parties have an interest to discuss some cooperation about (the "Possible Project"), wherein either Party might share information with the other Party in accordance with the terms and conditions set forth in this Agreement.鉴于:双方有意洽谈一些有关的合作(“潜在项目”),且任一方均可能依据本协议约定与另一方分享信息。
保密协议英文版_实验室
This Confidentiality Agreement ("Agreement") is made and entered into as of [Date], by and between [Company Name], with its principal place of business located at [Company Address] (hereinafter referred to as "Company"), and [Individual/Researcher's Name], with the principal place of residence located at [Individual's Address] (hereinafter referred to as "Individual").WHEREAS, Company is engaged in the field of [Field of Business], and has developed certain proprietary information, including but not limited to technical data, research findings, and other confidential information (collectively, "Confidential Information");WHEREAS, Individual has been engaged by Company to perform research and development work in the field of [Field of Research] under this Agreement;WHEREAS, both parties desire to protect the confidentiality of the Confidential Information disclosed by one party to the other;NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, the parties agree as follows:1. Confidential InformationFor the purposes of this Agreement, "Confidential Information" shall mean any and all technical, commercial, financial, or other information, including but not limited to research findings, designs, specifications, source codes, methodologies, know-how, and business plans, disclosed by one party to the other in the course of this Agreement.2. Confidentiality Obligations2.1 The parties agree that all Confidential Information shall be kept strictly confidential and shall not be used for any purpose other than the performance of their respective obligations under this Agreement.2.2 The parties agree that they shall not disclose any Confidential Information to any third party, including but not limited to competitors, employees, consultants, or agents, without the prior written consent of the other party.2.3 The parties agree that they shall take all reasonable measures to protect the confidentiality of the Confidential Information, including but not limited to:a) Keeping the Confidential Information in secure locations and ensuring that only authorized personnel have access to it;b) Not making copies of the Confidential Information except as necessary for the performance of their respective obligations under this Agreement;c) Not discussing the Confidential Information with any third party without the prior written consent of the other party;d) Not using the Confidential Information for any purpose other than the performance of their respective obligations under this Agreement.3. Exclusions from Confidential InformationThe following information shall not be considered Confidential Information under this Agreement:a) Information that is publicly available through no fault of the receiving party;b) Information that was already known to the receiving party prior to the disclosure by the disclosing party;c) Information that is independently developed by the receiving party without the use of the Confidential Information;d) Information that is disclosed to the receiving party by a third party without any obligation of confidentiality.4. TermThis Agreement shall be effective as of the date first above written and shall remain in effect for a period of [Number] years from the date of execution.5. TerminationThis Agreement may be terminated by either party upon written notice to the other party, provided that such notice is given at least [Number] days prior to the effective date of termination.6. Return of Confidential InformationUpon the termination of this Agreement, the receiving party shall promptly return all Confidential Information to the disclosing party or certify the destruction of such Confidential Information.7. Governing LawThis Agreement shall be governed by and construed in accordance with the laws of [Jurisdiction].IN WITNESS WHEREOF, the parties hereto have executed thisConfidentiality Agreement as of the date first above written.[Company Name]By: ___________________________Name:Title:[Individual's Name]By: ___________________________Name:Title:。
英文版保密协议乙方
This Confidentiality Agreement ("Agreement") is entered into as of [Date], between [Company Name], a company incorporated under the laws of [Country], with its registered office at [Registered Office Address] ("Company"), and [Party B Name], an individual ("Party B").Whereas, the Company and Party B intend to enter into a business relationship, and the Company desires to protect certain confidential information ("Confidential Information") from unauthorized use or disclosure;Now, Therefore, in consideration of the mutual covenants and promises contained herein, the parties agree as follows:1. Confidential InformationFor the purposes of this Agreement, "Confidential Information" shall mean any and all non-public information, including but not limited to:- Technical, commercial, financial, operational, or other proprietary information of the Company or its affiliates;- Trade secrets, know-how, or other confidential information of the Company or its affiliates;- Business plans, strategies, or other information related to the business of the Company or its affiliates;- Information regarding the products, services, or customers of the Company or its affiliates;- Information provided to the Company or its affiliates by third parties, and designated as confidential;- Any other information that the Company or its affiliates reasonably consider to be confidential.2. Obligations of Party BParty B agrees to:- Maintain the confidentiality of the Confidential Information received from the Company or its affiliates;- Not use the Confidential Information for any purpose other than the purpose for which it was disclosed;- Not disclose the Confidential Information to any third party without the prior written consent of the Company or its affiliates;- Use the same degree of care to protect the confidentiality of the Confidential Information as Party B uses to protect its own confidential information of a similar nature, but in no event less than reasonable care;3. ExclusionsThe obligations of confidentiality under this Agreement shall not apply to information that:- Is or becomes publicly known through no fault of Party B;- Is already in the possession of Party B at the time of disclosure;- Is obtained by Party B from a third party without a breach of such third party's obligations of confidentiality;- Is independently developed by Party B without use of or reference to the Confidential Information;4. Term and TerminationThis Agreement shall remain in effect for a period of [Number of Years] from the date of execution by both parties. The obligations of confidentiality under this Agreement shall survive the termination or expiration of this Agreement for a period of [Number of Years] from the date of termination or expiration.This Agreement may be terminated by either party upon written notice to the other party. Upon termination of this Agreement, Party B shallreturn to the Company all copies of the Confidential Information in its possession or control.5. Governing LawThis Agreement shall be governed by and construed in accordance with the laws of [Country]. Any disputes arising out of or in connection withthis Agreement shall be resolved through arbitration in accordance with the rules of the [Arbitration Institution].6. Entire AgreementThis Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements, understandings, negotiations, and discussions, whether oral or written, of the parties.IN WITNESS WHEREOF, the parties hereto have executed thisConfidentiality Agreement as of the date first above written.[Signature of Party B][Name of Party B][Date][Signature of Authorized Representative of Company][Name of Authorized Representative of Company][Date]。
保密责任协议书英文版
This Confidentiality Agreement (“Agreement”) is entered into as of [Date] between [Company Name], a [Company Type] organized and existing under the laws of [Jurisdiction] (“Company”) and [Employee Name], a [Employee Title] with the Company (“Employee”) (collectively, the “Parties”).WHEREAS, the Company has developed or obtained certain confidential information, including but not limited to technical, financial, operational, strategic, and commercial information, trade secrets, and other proprietary info rmation (collectively, the “Confidential Information”);WHEREAS, the Employee has been granted access to the Confidential Information as part of their employment with the Company;WHEREAS, the Parties desire to protect the Confidential Information from unauthorized use or disclosure;NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, the Parties agree as follows:1. Confidential InformationFor the purposes of this Agreement, “Confidential Information” shall mean any and all non-public information that is disclosed by the Company to the Employee, either directly or indirectly, in writing, orally, or by inspection of tangible objects, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure.Confidential Information shall include, but not be limited to, the following:- Business plans, strategies, and forecasts;- Financial statements, budgets, and other financial information;- Customer lists, sales figures, and pricing information;- Marketing plans and advertising strategies;- Technical specifications, designs, and research and development information;- Proprietary software, algorithms, and source code;- Trade secrets and intellectual property rights;2. Obligations of ConfidentialityThe Employee agrees to hold the Confidential Information in strict confidence and not to use the Confidential Information for any purpose other than the performance of their duties with the Company. The Employee agrees to refrain from disclosing the Confidential Information to any third party without the prior written consent of the Company.The obligations of confidentiality shall survive the termination of the Employee’s employme nt with the Company and shall remain in effect for a period of [Number] years following the termination of employment, or for such longer period as may be required by applicable law.3. Exclusions from Confidential InformationThe obligations of confidentiality under this Agreement shall not apply to information that:- Is or becomes publicly known through no fault of the Employee;- Is disclosed to the Employee by a third party without a duty of confidentiality;- Is disclosed by the Company to third parties in the ordinary course of business;- Is independently developed by the Employee without use of or reference to the Confidential Information;- Is disclosed in response to a valid subpoena, court order, or other legal process;4. Return of Confidential InformationUpon the termination of the Employee’s employment with the Company, or upon the request of the Company, the Employee shall promptly return all Confidential Information, including all copies, notes, and summaries thereof, to the Company.5. Governing LawThis Agreement shall be governed by and construed in accordance with the laws of the [Jurisdiction].6. Entire AgreementThis Agreement constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior agreements, negotiations, understandings, and discussions, whether written or oral, of the Parties.7. AmendmentsThis Agreement may only be amended by a written agreement executed by both Parties.IN WITNESS WHEREOF, the Parties have executed this Confidentiality Agreement as of the date first above written.[Company Name]By: ___________________________Name: ___________________________Title: ___________________________Date: ___________________________[Employee Name]By: ___________________________Name: ___________________________Title: ___________________________Date: ___________________________。
保密协议英文版
保密协议英文版1. IntroductionThis Confidentiality Agreement (the “Agreement”) is entered into by and between [Party A], located at [Address], and [Party B], located at [Address], collectively referred to as the “Parties”.2. PurposeThe purpose of this Agreement is to protect the confidential information exchanged between the Parties in the course of their business relationship.3. Definition of Confidential InformationConfidential Information refers to any information disclosed by either Party, either orally, in writing, or in any other form, that is marked as “Confidential” or should reasonably be understood to be confidential given the circumstances of the disclosure. This includes, but is not limited to, trade secrets, business plans, financial information, customer lists, and any other proprietary information.4. Obligations of the Parties4.1 Party A’s ObligationsParty A agrees to:•Keep all Confidential Information received from Party B strictly confidential and to use it solely for the purpose of [describe purpose].•Limit access to the Confidential Information to only those employees or representatives who have a need to know and who are bound by similarobligations of confidentiality.•Take reasonable measures to protect the Confidential Information from unauthorized disclosure, including but not limited to implementingphysical, technical, and administrative safeguards.4.2 Party B’s ObligationsParty B agrees to:•Keep all Confidential Information received from Party A strictly confidential and to use it solely for the purpose of [describe purpose].•Limit access to the Confidential Information to only those employees or representatives who have a need to know and who are bound by similarobligations of confidentiality.•Take reasonable measures to protect the Confidential Information from unauthorized disclosure, including but not limited to implementingphysical, technical, and administrative safeguards.5. Non-DisclosureThe Parties agree not to disclose any Confidential Information to any third party without the prior written consent of the disclosing Party. This obligation shall continue even after the termination of this Agreement.6. ExceptionsThe obligations of confidentiality under this Agreement shall not apply to any information that:•Is already in the public domain at the time of disclosure.•Becomes part of the public domain through no fault of the receiving Party.•Is rightfully obtained by the receiving Party from a third party without any obligation of confidentiality.•Is independently developed by the receiving Party without reference to the Confidential Information.7. RemediesIn the event of a breach or threatened breach of this Agreement, the non-breaching Party shall be entitled to seek injunctive relief and any other remedies available at law or in equity.8. Governing Law and JurisdictionThis Agreement shall be governed by and construed in accordance with the laws of [Jurisdiction]. Any disputes arising under or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts of [Jurisdiction].9. Entire AgreementThis Agreement constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior discussions, negotiations, and understandings.10. SeverabilityIf any provision of this Agreement is held to be invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not be affected or impaired.11. ExecutionThis Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.Please note that this document is for reference purposes only and should be reviewed by legal professionals before use.。
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Mutual Nondisclosure AgreementThis Mutual Nondisclosure Agreement (this Agreement), dated as of the date set forth below, is between , and . To explore the possibility of a business relationship between and , each party (Discloser) may disclose sensitive information to the other (Recipient). The parties agree as follows:1. Definition. Proprietary Information means, to the extent previously, presently or subsequently disclosed by or for Discloser to Recipient, all financial, business, marketing, operations, supplier, customer, employee and technical information, discoveries, inventions, processes, algorithms, software, specifications, designs, drawings, data, plans, strategies,know-how and ideas, whether tangible or intangible (including all copies, analyses and derivatives thereof), that is disclosed in tangible form and marked as confidential, or disclosed in any manner such that a reasonable person would understand its confidential or proprietary nature.Proprietary Information shall not include any information that (a) was rightfully known to Recipient without restriction before receipt from Discloser, (b) is rightfully disclosed to Recipient by a third party without restriction, (c) is or becomes generally known to the public without violation of this Agreement by Recipient or (d) is independently developed by Recipient or its employees without reliance on such information. The terms and conditions of any transaction or possible transaction between the parties, the fact that disclosures, evaluations or discussions are taking place, and the status and results thereof will be treated by each party as the other's Proprietary Information. Discloser represents and warrants to Recipient that it is authorized to disclose any and all Proprietary Information made available to Recipient under this Agreement.2. Restrictions. Recipient agrees (a) to use Discloser's Proprietary Information only for its consideration internally of a business relationship or transaction between the parties, and its performance in any resulting arrangement, but not for any other purpose, (b) to maintain it as confidential, and exercise reasonable precautions to prevent unauthorized access to it, (c) not to copy Discloser's Proprietary Information, nor disclose it to any third party other than Recipient's employees and agents who have a need to know for the permitted purpose and who are apprised of the confidential nature of the Proprietary Information and all of the restrictions in this Agreement. Each party shall be responsible for any breach of confidentiality by its respective employees and agents. Promptly after termination of this Agreement or Discloser's request at any other time,Recipient shall return to Discloser all originals and copies of any Proprietary Information and all information, records and materials developed there from.3. Compelled Disclosure. These restrictions will not prevent either party from complying with any court order or other legal requirement that purports to compel disclosure of any Proprietary Information. Recipient will promptly notify Discloser upon learning of any such legal requirement, and cooperate with Discloser in the exercise of its right to protect the confidentiality of the Proprietary Information before any tribunal or governmental agency.4. No Warranties or Licenses. All Proprietary Information is provided "AS IS." Discloser will not be liable to Recipient for damages arising from any use of the Proprietary Information, from errors, omissions or otherwise. All of Discloser's rights in and to its Proprietary Information remain the exclusive property of Discloser. Neither this Agreement, nor any disclosure of Proprietary Information hereunder (a) grants to Recipient any right or license under any copyright, patent, mask work, trade secret or other intellectual property right, except solely for the use expressly permitted herein or (b) obligates either party to disclose or receive any information, perform any work or enter into any agreement.5. Termination. This Agreement will terminate as to the further exchange of Proprietary Information immediately upon receipt by one party of written notice from the other. The confidentiality obligations of this Agreement, as they apply to Proprietary Information disclosed prior to termination, will survive termination for a period of five (5) years.6. Remedies. Due to the unique nature of the Proprietary Information, the parties agree that any breach or threatened breach of this Agreement will cause not only financial harm to Discloser, but also irreparable harm for which money damages will not be an adequate remedy. Therefore, Discloser shall be entitled, in addition to any other legal or equitable remedies, to an injunction or similar equitable relief against any such breach or threatened breach without the necessity of posting any bond.7. General. This Agreement constitutes the entire agreement, and supersedes all prior negotiations, understandings or agreements (oral or written), between the parties concerning the subject matter hereof. No change, modification or waiver to this Agreement will be effective unless in writing and signed by both parties.Unless expressly provided otherwise, each right and remedy in this Agreement is in addition to any other right or remedy, at law or in equity, and the exercise of one right or remedy will not be deemed a waiver of any other right or remedy.This Agreement shall be governed by and construed in accordance with the laws of Hong Kong without regard to the conflicts of laws provisions thereof. The dispute shall be submitted to arbitrationarbitration shall be conducted in Hong Kong under the auspices of the Hong Kong International Arbitration Centre (the ¡HKIAC¡ ).In any action or proceeding to enforce rightsunder this Agreement, the prevailing party will be entitled to recover its reasonable costs and attorneys fees.IN WITNESS WHEREOF, the parties hereto have executed this Agreement as a sealed instrument, effective as of the date and year written below.DATE: ______________________By:___________________________________________________(Signature of Authorized Representative)Name: __________________________Title: ______________________Address::By:___________________________________________________(Signature of Authorized Representative)Name: ____________________________________________Title: ____________________________________________Address: ____________________________________________________________________________________________________________________________________。