Mutual non disclosure agreement
CreateGoodwill
(Querist) 16 January 2013
This query is : Resolved
I want to start biz with Multinational company they have given below terms and condition ..pl inform what does this means
1. CONFIDENTIAL INFORMATION
Confidential Information is any information that is disclosed by one party and/or its affiliates (Discloser) to the other party and/or its affiliates (Recipient) and is either: conspicuously marked as confidential, proprietary or the like; clearly identified as confidential, proprietary or the like at the time of oral disclosure, and confirmed as confidential, proprietary or the like in writing within 14 days by Discloser; or information concerning Discloser's products or services, plans or roadmaps, current or future business, network architecture and systems, and such other information disclosed for the purpose of evaluating a potential business relationship between the parties, that Recipient knows or reasonably ought to know is Discloser's confidential information. However, Confidential Information excludes any information that is: publicly available without breach of this agreement by Recipient; known by Recipient without confidentiality obligations; or independently developed by or for Recipient.
ajay sethi
(Expert) 16 January 2013
you cant dislcose confidential information relating to products , plans etc . however if information is publicly avilable then you cannot be libale for breaking the agreement if you dislcose information
Raj Kumar Makkad
(Expert) 19 January 2013
If you know everything about law related with confidentiality then why have you raised this query?
CreateGoodwill
(Querist) 24 January 2013
Dear Mr.Kumar,
such terms are new to me and not aware of the same.
CreateGoodwill
(Querist) 24 January 2013
what is the meaning of the same
2. DISCLOSURE
Recipient may disclose Discloser's Confidential Information only on a need-to-know basis and only as follows: to Recipient, to other companies engaged by Recipient to perform services, and to individuals working for Recipient or for these other companies. However, each of these other companies and individuals who receives Discloser's Confidential Information must have written confidentiality obligations in place with Recipient that protect Discloser's Confidential Information at least as much as this agreement. Recipient may also disclose Discloser's Confidential Information when required by a court or government order if Discloser is given written notice prior to the disclosure and an opportunity to oppose the disclosure.
TERMINATION
The obligations and restrictions in sections 2 (Disclosure), 3 (Protection), 4 (Use) and 5 (Return or destruction) terminate, with respect to specific disclosures of Confidential Information, 5 years after the date Discloser first made such disclosure to Recipient with the exception of trade-secrets which have no termination as to the obligations or restrictions herein. Either party may terminate the rest of this agreement by written notice to the other party's legal, compliance or like department. However, the obligations and restrictions in Section 7 (PROHIBITION ON EMPLOYMENT SOLICITATION), Section 8 ( PROHIBITION ON SOLICITATION OF CHANNEL PARTNERS) Section 9 ( REMEDIES FOR BREACH OF CLAUSES 7 & 8 BY ) and Section 11 (Retained rights) survives any termination.
ajay sethi
(Expert) 24 January 2013
contact a local lawyer . it is necessary to go through clauses of agreement . your alwyer will suggest necessary changes .
mere interpretation of one clause wont help you . if you are entering into contract with MNC take legal safeguards
CreateGoodwill
(Querist) 24 January 2013
Dear Mr. Sethi,
thanx for your input. will do as directed
ajay sethi
(Expert) 24 January 2013
thanks for your appreciation
Raj Kumar Makkad
(Expert) 24 January 2013
Merely the clauses referred you are not sufficient to reply exactly rather you need to go in depth of the entire clauses attached with the issue. Have services of a local lawyer.
