Confidentiality Agreement
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PARTIES
UKM UNIVERSITI KEBANGSAAN MALAYSIA,
an institute of higher learning established under the University Colleges Act 1971, acting through its Faculty of
____________________________________ having its registered address at Universiti Kebangsaan Malaysia, 43600 UKM Bangi, Selangor, Malaysia
Recipient ____________________________________________________a company established under the laws of _________having its registered address
at__________________________________________________________
DETAILS Effective date The effective date of this agreement is:
Confidential Information
All information (regardless of its form) relating to:
___________________________________________________________
______
or any other information designated to be confidential by UKM or relating to the current or prospective activities or business of UKM, including the terms of this agreement and the terms of any document, agreement or other notice between the parting relating to this agreement.
SPECIAL TERMS
The agreement is subjected to the following special terms: Applicable / Not Applicable
Confidentiality Agreement
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GENERAL TERMS
1. Disclosure of Confidential Information
UKM agrees to disclose to Recipient certain Confidential Information solely for the purpose of evaluating the Confidential Information to determine whether to enter into further negotiations with UKM regarding development or commercialization of the Confidential Information (“Purpose”). UKM is not obliged to disclose any particular information to Recipient.
2. Confidential Information
This agreement applies to Confidential Information and is provided by UKM to Recipient or obtained from UKM by Recipient but excludes information which:
(a) is in or becomes part of public domain other than through a breach of this agreement; or (b) Recipient can prove by written documentation was already known to it at the time of disclosure by UKM.
3. Protection of Confidential Information
Recipient agrees to take all action necessary to maintain the confidential nature of Confidential Information for the duration of the Purpose and _______years after the achievement of the Purpose, without limiting to the foregoing, will:
(a) use or reproduce any Confidential Information only for the Purpose;
(b) disclose the Confidential Information solely to those representatives of Recipient who need to know such Confidential Information in order to accomplish the Purpose; and
(c) inform each representative Advise each such employee, before he or she receives access to the Confidential Information, of the confidential obligations of Recipient under this Agreement, and require each such representative to maintain the same.
4. Security & Notification of Breach
Recipient must establish and maintain effective security measures to safeguard the Confidential Information from unauthorized access, use, copying or disclosure. Recipient must immediately notify UKM of any potential, suspected or actual unauthorized disclosure of the Confidential Information or breach this agreement.
5. No licence
Recipient acknowledges this agreement does not grant Recipient any licence or other rights in relation to the Confidential Information except as expressly provided in the agreement.
6. Return of Confidential information
Recipient must at its expense return to UKM all documents and other materials containing or referring to the Confidential Information to UKM within 15 days of written request by UKM.
The return of the documents or other materials does not release Recipient from its obligation
Confidentiality Agreement
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to UKM.
7. No representations
Recipient acknowledges that neither UKM nor any of its representatives : (a) makes any representation or warranty as to the accuracy, content, legality or completeness of the Confidential Information; or (b) is under any obligation to notify the Recipient if either of them becomes aware of any inaccuracy, completeness or change in the Confidential Information.
8. Governing law
The validity, construction, and performance of this Agreement are governed by the Laws of Malaysia. Each party submits to the jurisdiction of the courts in Malaysia.
SIGNED for and on behalf of UKM by its duly authorized representative:
SIGNED for and on behalf of Recipient by its duly authorized representative:
____________________________________
Signature
____________________________________
Name
____________________________________
Position
____________________________________
Date
In the presence of:
____________________________________
Signature
____________________________________
Name
____________________________________
Signature
____________________________________
Name
____________________________________
Position
____________________________________
Date
In the presence of:
____________________________________
Signature
____________________________________
Name