THIS AGREEMENT is made this <<CurrentDay>> day of <<CurrentMonth>>, <<CurrentYear>> by and between IGRAPHI and <<CustCompany>> (“Customer”).
Contact Name ________________________________________
Phone _____________________ FAX_____________________
Company/Client ______________________________________
Address ____________________________________________
City ____________________ State ____ ZIP ____ Country ___
E-mail address _______________________________________
Whereas, IGRAPHI has developed certain valuable information, concepts, ideas, or designs, which IGRAPHI deems confidential (hereinafter referred to as the "Information"); and
Whereas, the Recipient is in the business of using such Information for its projects and wishes to review the Information; and
Whereas, IGRAPHI wishes to disclose this Information, as provided in this Agreement.
Now, therefore, in consideration of the foregoing premises and the mutual covenants hereinafter set forth and other valuable considerations, the parties hereto agree as follows:
IGRAPHI shall disclose to the Recipient the Information, which concerns:
Recipient agrees that this disclosure is only for the purpose of the Recipient's evaluation to determine its interest in the commercial exploitation of the Information.
Recipient agrees not to manufacture, sell, deal in, use in the production of products or services, or otherwise make use of or appropriate the disclosed Information in any way whatsoever, including but not limited to adaptation, imitation, redesign, modification, reengineering, or reverse engineering. Nothing contained in this Agreement shall be deemed to give the Recipient any rights whatsoever in and to the Information.
Recipient understands and agrees that the unauthorized disclosure of the information by the Recipient to others would damage IGRAPHI irreperably. As consideration and in return for the disclosure of this Information, the Recipient shall keep secret and hold in confidence all such Information and treat the Information as if it were the Recipient's own property by not disclosing it to any person or entity.
If, on the basis of the evaluation of the Information, Recipient wishes to pursue the exploitation thereof, Recipient agrees to enter into good faith negotiations to arrive at a mutually satisfactory agreement for these purposes. Until and unless such an agreement is entered into, this nondisclosure Agreement shall remain in force.
This Agreement shall be binding upon and shall inure to the benefit of the parties and their respective legal representatives, successors, and assigns.
<<CustCompany>>
By: ________________________________
Title: _______________________________
Date signed: _________________________
