This Non-Disclosure Agreement ("Agreement") is made as of the date of submission ("Effective Date"), by and between Reeve Tech, LLC, a Kansas limited liability company having a principal place of business in Wichita, Kansas ("Company"), and the individual or entity submitting this form ("Receiving Party") (collectively, the "Parties").
WHEREAS, Company and Receiving Party wish to explore a potential business relationship; WHEREAS, Company wishes to disclose Company Confidential Information (defined below) to Receiving Party and its employees, officers, directors, owners, and/or agents (collectively, "Recipients") in furtherance of a potential business relationship; WHEREAS, Recipients wish to receive such Company Confidential Information in confidence from Company; NOW, THEREFORE, the Parties hereby agree as follows:
1 · Definitions
As used in this Agreement, "Company Confidential Information" shall mean and include any information which has commercial value to Company and is disclosed by the Company's employees, officers, directors, owners, and/or agents, including (i) technical information, including, without limitation, patents, copyrights, trade secrets, techniques, sketches, drawings, models, inventions, know-how, processes, apparatus, equipment, algorithms, software programs, software source documents, and formulae, (ii) non-technical information, including, without limitation, pricing, margins, merchandising plans and strategies, finances, financial and accounting data and information, suppliers, customers, customer lists, purchasing data, sales and marketing plans, and future business plans, and (iii) any other information which is proprietary to Company.
2 · Obligations on Receiving Party and Recipients
Receiving Party agrees that it and Recipients will maintain in confidence and will not disclose, disseminate or use any Company Confidential Information, whether in oral, visual, or written form or otherwise, for any purpose other than exploring a potential business relationship with Company. Receiving Party agrees that it and Recipients shall exercise at least reasonable care to protect all Company Confidential Information, including, without limitation, disclosing Company Confidential Information only to those within Receiving Party who need to know such information. Receiving Party agrees that it and Recipients will not disclose Company Confidential Information to any third party except with the prior written consent of Company.
3 · Term
This Agreement shall begin on the Effective Date and continue for a period of 2 years. Receiving Party understands that its obligations under Paragraph 2 herein shall survive the termination of any other relationship between the Parties. Upon termination of this Agreement, or upon Company's request at any time, Receiving Party and Recipients will promptly deliver to Company, without retaining any copies, all documents and other materials furnished to them by Company.
4 · Governing Law
This Agreement shall be governed in all respects by the laws of the United States of America and by the laws of the State of Kansas, without giving effect to conflicts of laws principles.
5 · Injunctive Relief
The Parties agree that any breach of any of the promises or agreements contained herein will result in irreparable and continuing damage to Company for which there will be no adequate remedy at law, and Company shall be entitled to injunctive relief and/or a decree for specific performance, and such other relief as may be proper (including monetary damages if appropriate).
6 · Entire Agreement
This Agreement constitutes the entire agreement of the Parties with respect to any Company Confidential Information disclosed hereunder and supersedes all prior or contemporaneous oral or written agreements. This Agreement may only be changed by mutual agreement of authorized representatives of the Parties in writing.
IN WITNESS WHEREOF, the Parties agree to be bound by this Agreement as of the Effective Date. For Reeve Tech, LLC: Zach Reeve, Chief Executive Officer. By checking the box below and submitting this form, the Receiving Party executes and agrees to this Agreement.