1.1Purpose
The parties wish to explore a potential commercial relationship concerning the supply of industrial automation equipment. Each party may disclose confidential information to the other for that purpose and for no other purpose.
This is a settled document as a client receives it. The parties and the advocate are fictional, and nothing on this page can be changed.
The settled text is on the left. A clause an advocate raised a finding on is ruled in green and carries its finding number; the findings stay in view on the right, each with the source it rests on.
The parties wish to explore a potential commercial relationship concerning the supply of industrial automation equipment. Each party may disclose confidential information to the other for that purpose and for no other purpose.
For the purposes of this Agreement, "Confidential Information" means any information disclosed by one party to the other, whether orally, in writing or in any other form, that is designated as confidential at the time of disclosure or that a reasonable person would understand to be confidential given its nature and the circumstances of disclosure.
Confidential Information includes technical specifications, pricing, customer lists, manufacturing processes and business plans.
Confidential Information does not include information that is or becomes publicly available through no act or omission of the receiving party, was lawfully in the receiving party's possession before disclosure, is lawfully received from a third party without restriction, or is independently developed by the receiving party without reference to the disclosing party's Confidential Information.
The receiving party shall hold the Confidential Information in strict confidence, shall not disclose it to any third party without the prior written consent of the disclosing party, and shall protect it using no less than the degree of care it applies to its own confidential information of a similar nature.
The receiving party may disclose Confidential Information to its employees, directors and professional advisers who need to know it for the Purpose, provided that each such person is bound by obligations of confidentiality no less protective than those set out in this Agreement. The receiving party remains responsible for any breach by such persons.
This Agreement commences on the date of last signature and continues for twenty four (24) months, unless terminated earlier by either party on thirty (30) days written notice.
The obligations of confidentiality survive termination of this Agreement for a period of three (3) years. In respect of any Confidential Information that constitutes a trade secret, those obligations continue for so long as the information retains the character of a trade secret.
Nothing in this Agreement grants either party any right, title, licence or interest in the other party's Confidential Information or intellectual property, whether by implication, estoppel or otherwise.
On written request, the receiving party shall return or destroy all materials containing Confidential Information and shall confirm in writing that it has done so, save for one copy which may be retained solely for the purpose of demonstrating compliance with this Agreement.
This Agreement is governed by the laws of India. The courts at New Delhi have exclusive jurisdiction over any dispute arising out of or in connection with this Agreement.
Nothing reaches a client without a recorded advocate sign-off. The record is kept with the document.
What remains before a settled document takes effect. The entries below are a sample: on a real document the checklist states no stamp-duty figure, and your advocate confirms the amount for the state you sign in.
01 · Stamp duty
Stamp duty: Rs 100 (Delhi)
Complete
02 · Registration
Registration: confirmed by your advocate
Complete
03 · e-signature
e-signature: can be signed electronically
Not done