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This Agreement shall govern the conditions of disclosure by INVENTOR to
the REQUESTOR of certain "Confidential Information" including but not limited to
prototypes, drawings, data, trade secrets and intellectual property relating to the
invention(s) herein contained. With regard to the Confidential Information, the above
listed person hereby agrees:
1. Not to use the information therein except for evaluating its interest in
entering a business relationship with INVENTOR, based on the invention.
2. To safeguard the information against disclosure to others with the same
degree of care as exercised with its own information of a similar nature.
3. Not to disclose the information to others, without the express written
permission of INVENTOR, except that:
a. which can demonstrate by written records was previously known;
b. which are now, or become in the future, public knowledge other than
through acts or omissions of the REQUESTOR;
c. which are lawfully obtained by REQUESTOR from sources independent of
4. That REQUESTOR shall not directly or indirectly acquire any interest in,
or design, create, manufacture, sell or otherwise deal with any item or product,
containing, based upon or derived from the information, except as may be expressly agreed
to in writing by INVENTOR.
5. That the secrecy obligations of REQUESTOR with respect to the
information shall continue for a period ending 3 years from the date hereof.
INVENTOR will be entitled to obtain an injunction
to prevent threatened or continued violation of this Agreement, but failure to enforce
this Agreement will not be deemed a waiver of this Agreement.