non-disclosure agreement

For your confidence and my own, my terms of work include a confidentiality agreement.

These terms include a non-disclosure agreement between parties.

This non—disclosure agreement (“the Agreement”) is between Anita Tibbertsma, trading as ABN 71 500 954 849 and myself and refers to the disclosure by either party to the other of confidential information (“Confidential Information”) relating to its business activities. For the purpose of this Agreement, Confidential Information shall mean all and any technical, commercial or product information of either party, its members, or its clients or prospective clients, including, without limitation, data processes, specifications, drawings, designs, computer software, know-how and any other material bearing or incorporating Confidential Information and whether disclosed visually, orally or in the form of drawings, recordings, written material or computer software. We acknowledge that as part of your Privacy Policy you are bound by the Privacy Act 1988 and the ten National Privacy Principles forming part of the Act. We agree to be bound by those same principles in all dealings with the Confidential Information.

The parties agree that:

  1. They will disclose to one another such Confidential Information as they deem necessary or useful in furtherance of their associated business activities, provided however that the protection accorded herein shall not extend to Confidential Information which is:

    (a) already known to it or in its possession before the disclosure; or becomes publicly known through no wrongful act or default of it; or

    (b) received from a third party without similar obligations of confidence and without breach of this Agreement.

  2. The party receiving Confidential Information undertakes for a period of two (2) years from the date of disclosure:

    (a) not to, without prior written consent of the other party, disclose any such Confidential Information to any person or body other than named employees and in respect of whom prior written approval has been granted by the company:

    (b) to use such Confidential information only for the purpose provided;

    (c) to advise relevant employees of their obligation of confidence with respect to Confidential information and to take reasonable steps to ensure compliance by such employees, agents or subcontractors within the provisions of this Clause 2.

  3. No licence to a party under any trademark, patent, copyright or other intellectual property right, is either granted or implied, by the conveying of Confidential Information. No Confidential Information disclosed shall constitute any representation, warranty, assurance, guarantee or inducement by either party, in particular with respect to the non – infringement of trademarks, patents, copyrights or other intellectual property right or other rights of third parties.

  4. Unless the disclosing party has agreed otherwise in writing, upon completion of the purpose for which Confidential Information has been disclosed, the receiving party shall return any Confidential Information and all copies made of it.

  5. No failure or delay in exercising any right, power or privilege hereunder shall operate as a waiver thereof, nor shall any single or partial exercise preclude any other or future exercise thereof.

Notices hereunder shall be validly given if delivered by hand, sent by email, telex, telefax or post (recorded delivery) to the person named below and shall be deemed to have served if delivered by hand at the time of delivery.

During our arrangement with Anita T, I may be / will be privy to confidential data relating to, but not limited to, Anita T’s intellectual property. It is a condition of this agreement that I will not during the contracted assignment or after completion, disclose any information obtained as a direct or indirect result of the assignment with Anita T without the express consent of Anita T or as required by law. This is inclusive of all IT development and database development.

This Agreement will be governed by, construed and take effect in accordance with the laws of Victoria and the parties irrevocably and unconditionally submit to the jurisdiction of the Courts of Victoria and courts entitled to hear appeals therefrom.

I agree to these terms before submitting my brief at