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英文版不泄露和不使用保密性协议样本及词汇用法学习技巧

  

CONFIDENTIALITY

NON-DISCLOSURE AND NON-USE AGREEMENT

不泄露和不使用保密性协议

This Agreement is made effective as of June 3rd, 2019 (hereinafter the “Effective Date”) between ***** Co, Ltd. (hereinafter “****”) and                          (individually and collectively referred to as “SUPPLIER”).

SUPPLIER has expressed an interest in receiving confidential information from **** concerning proprietary processes for the manufacture of (i) ethylbenzene from ethylene and benzene including the EBMAXTM process and (ii) styrene from the dehydrogenation of ethylbenzene and the proprietary catalysts, (iii)some equipment mechanical design data and operation information etc., for the sole purpose that SUPPLIER may have a basis upon which to evaluate whether it wishes to attend the Bidding and later translation works (hereinafter referred to as “Limited Purpose”). In order to accomplish said Limited Purpose, SUPPLIER will need to receive certain proprietary information concerning the above confidential information from ****.

**** is agreeable to making such information available to SUPPLIER, but only on the following terms and conditions set forth in this Agreement. SUPPLIER is willing to accept these terms.

Accordingly, SUPPLIER and **** agree as follows:

1.  “Confidential Information” shall mean all above information, including specifically, but not limited to, drawing, pictures, electronic documents, email, paper document, Fax, etc, which has been or is in the future disclosed directly or indirectly by **** and/or ****’s Affiliated Companies verbally or in writing or other form, or observed by visual display, as well as all information generated by SUPPLIER, or on its behalf, that contains, reflects, or is derived from such information, including but not limited to the results of the Limited Purpose expressly stated above. Such Confidential Information shall be subject to the non-disclosure and non-use requirements of this Agreement.

Embraced in the term “Confidential Information” are data and know-how or other such information on the equipment design, maintenance, testing. Also included may be information concerning the past, present and/or future business plans of **** and/or ****’s Affiliated Companies. Also included are any commercial terms offered by **** and/or ****’s Affiliated Companies to SUPPLIER in connection with the Equipment Purchase. 

2. SUPPLIER acknowledges and agrees that said Confidential Information constitute

valuable trade secrets to **** and/or ****’s Affiliated Companies and that SUPPLIER will not, without ****’s express prior written permission in each instance, use the Confidential Information or any part thereof, either directly or indirectly, for any purpose whatsoever other than for the Limited Purpose for which it was supplied as defined above.

3.  Excepting a disclosure permitted under this Section 3, SUPPLIER further agrees to maintain all Confidential Information which SUPPLIER may already have received or will in the future receive in strict confidence, taking all reasonable precautions necessary to prevent disclosure of it or any part thereof to any third parties or in any patent application or any other form without the prior written consent of ****.

Without ****’s prior written consent and to the extent reasonably necessary to accomplish the Limited Purpose, SUPPLIER may disclose Confidential Information to employees of SUPPLIER.

With ****’s prior written consent and to the extent reasonably necessary to accomplish the Limited Purpose, SUPPLIER may disclose to employees of Affiliated Companies. 

Prior to making any disclosures permitted under this Section 3, SUPPLIER shall ensure that each person is bound in writing by obligations of confidentiality and limited use (including export control provisions) no less restrictive than set forth herein. SUPPLIER shall also (a) inform anyone receiving access to Confidential Information under the Agreement of the obligations established by the Agreement; (b) undertake reasonable measures to ensure that each person complies with all such obligations; (c) limit information disclosed to any person to the information necessary for that particular person to assist SUPPLIER in the Limited Purpose; and (d) maintain all documents and other materials incorporating any Confidential Information in a manner to ensure strict confidentiality of such information. SUPPLIER shall be responsible to **** for any non-compliance with the terms of the Agreement by anyone acquiring access to Confidential Information under the Agreement to the same extent it would have been responsible for its own breach of the same obligations.

 

青岛希尼尔翻译有限公司

2019年3月8日

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