AGREEMENT FOR DISCLOSURE OF CONFIDENTIAL
INFORMATION
THIS AGREEMENT MADE27th, Oct of 2006
BETWEEN(hereinafter referred to as “”)
AND
having a place of busine at
(hereinafter referred to as “JUNDE”)
WHEREASAVANTRONICS and ………JUNDE…………………………
(hereinafter collectively referred to as the Parties) have agreed to discu poible collaboration on programmes relating to Bluetooth Products and Technologies.
AND WHEREASThe Parties wish to exchange information which may be of proprietary or confidential nature for the purposes of such poible collaboration.
NOW THEREFORE IT IS AGREED AS FOLLOWS THAT:
1.The RECEIVING PARTY shall hold in confidence all information and ideas of any kind relating to such poible collaboration (hereinafter referred to as “Confidential Information”) disclosed to it by the DISCLOSING PARTY, which are identified at time of disclosure as being confidential.
2.The RECEIVING PARTY undertakes to apply to all Confidential Information disclosed in accordance with the provisions of this Agreement the same degree of care with which it treats and protects its own proprietary information against public disclosure.All such information and ideas shall not be disclosed to any third party without the written consent of the DISCLOSING PARTY.
3.The RECEIVING PARTY undertakes to restrict its use of Confidential Information to work performed in conjunction with the DISCLOSING PARTY related to such poible collaboration and to ensure that diemination of Confidential Information within its own organisation is on a strict “need to know” basis.
4.The RECEIVING PARTY acknowledges that Confidential Information contains proprietary information of the DISCLOSING PARTY and that unauthorised disclosure could cause unneceary commercial lo to the DISCLOSING PARTY.
5.For the purposes of this Agreement information and ideas shall not be considered to be Confidential Information if such information and ideas are:
(a) in or pa into the public domain other than by breach of this Agreement, or
(b) are known to the RECEIVING PARTY prior to disclosure by the DISCLOSING PARTY, or (c) disclosed to the RECEIVING PARTY without restriction by a third party having the full right to disclose, or
(d) is independently developed by an employee of the RECEIVING PARTY to whom no disclosure of Confidential Information has been made.
6.The obligations hereto relating to confidentiality and use of information and ideas shall survive the termination of this Agreement for a period of three (3) years.
7.The RECEIVING PARTY shall not aign or transfer any of its rights or obligations hereunder without the prior written consent of the DISCLOSING PARTY.
8.Nothing in this Agreement shall be deemed to grant a license directly or by implication under any registered design, patent, copyright, trade secret or patent application.
9.This Agreement will automatically terminate one year from the date hereof unle extended by mutual consent of the parties in writing provided, however, that no such termination shall serve to release the RECEIVING PARTY from its obligations as to confidentiality and use which shall remain in force in accordance with the provisions hereto.
10.In the event of such termination the RECEIVING PARTY undertakes to return to the DISCLOSING PARTY all documents and copies of the Confidential Information disclosed in accordance with the terms and conditions of this Agreement.
11.This Agreement constitutes the entire understanding between the Parties related to the protection of Confidential Information disclosed hereunder and supersedes all prior and collateral communications, reports and understanding between the Parties hereto relating to Confidential Information.
12.This Agreement will be governed by and interpreted in accordance with the Laws of Hong Kong and will be subject to the jurisdiction of the Courts of Hong Kong.
Signed for and on behalf ofSigned for and on behalf ofAVAONICS Limited
SHENZHEN Jn INDUSTRYSignature .....….........Print Name …XU DE ..........Title……PRESIDENT…… Signature ............Print Name :………………………Title : …………………………..
