Non-disclosure agreement
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In order to protect the Company’s know-how (knowledge related to products, equipment, technologies and production methods), A.A.G. STUCCHI S.r.l. sole shareholder (hereinafter simply “A.A.G. STUCCHI”) deems it appropriate to have Customers or Suppliers or, more generally, Third Parties who request the sending of company data (paper drawings, file drawings, etc.) sign a Confidentiality Agreement by which they undertake to treat the information received as confidential. Therefore, to receive the data and information of your interest, we ask you to register by filling out the form below.
Confidentiality Agreement
Between A.A.G. STUCCHI S.r.l. u. s., with registered office in Via IV Novembre n.30/32, 23854 Olginate (LC) – ITALY
hereinafter referred to as “A.A.G. STUCCHI“
and
hereinafter referred to as the “Contractor“
hereinafter also jointly referred to as the ““Parties”“;
WHEREAS
– A.A.G. STUCCHI possesses know-how and other valuable information relating to its lighting products (e.g. electrified track systems for lighting, linear lighting fixtures, aluminium profiles, heat sinks, connectors, lamp holders, starter holders, clamps and related accessories, …) as well as to the related equipment and production methods (hereinafter referred to as ‘Information’);
– the Contractor is interested in learning more about some of this Information for the purpose of assessing the opportunity to enter into a purchase/supply/consultancy contract under the conditions to be subsequently determined;
– the Contractor declares that the Information requested herein is not already in their possession at the time of acceptance of this Agreement and for this reason they wish it to be communicated under the conditions set out below;
that being said, the following is agreed
1. Preamble
The preamble is an integral and substantial part of this Agreement.
This Agreement does not bind the Parties to the conclusion of any further contract, but merely aims to regulate the confidentiality commitments consequent to the Contractor’s access to the Information.
A.A.G. STUCCHI shall provide the Contractor with the Information requested to the extent reasonably necessary to enable them to evaluate the opportunity to enter into a subsequent purchase/supply/consultancy contract.
2. Subject matter
This Agreement governs the confidentiality obligations to which the Contractor is bound with respect to the Information they become aware of as a result of a request made to A.A.G. STUCCHI.
3. Definition
For the purposes of this Agreement, “confidential” means all Information disclosed or delivered by A.A.G. STUCCHI to the Contractor as a result of the request made through the filling and acceptance of this Agreement and which the Contractor declares they did not previously know.
4. Confidentiality obligations
The Information covered by this Agreement is to be used by the Contractor solely for the purposes specified in the preamble, i.e. for assessing the opportunity to enter into a subsequent purchase//supply/consultancy contract.
Without the prior and specific written authorisation of A.A.G. STUCCHI, the Contractor may not disclose, publish or communicate in any way to third parties, directly or indirectly, in whole or in part, the Information nor may they use, exploit or dispose of it themselves or through third parties for purposes other than those for which they were authorized.
The Contractor also undertakes to bind all their employees and/or collaborators, including those of affiliated companies, and anyone else who, directly or indirectly, may come into contact with the Information, to this Agreement, being directly responsible for it.
The Contractor shall, in any event, undertake to disclose the Information to their staff and/or possible collaborators only to the extent strictly necessary.
5. Security Measures
The Contractor shall take all necessary precautions to protect the Information and ensure that its confidentiality and secrecy are not jeopardised.
6. Duration and validity of the Agreement
This Agreement shall remain valid and effective even if the Parties do not continue negotiations and/or do not conclude any contract.
7. Miscellaneous
The confidentiality obligations set out in this Agreement shall be excluded with respect to specific Information that is already in the public domain at the time of disclosure to the Contractor or that subsequently becomes public due to an act beyond the Contractor’s control.
Should only one or more details, parts or elements of the Information become public domain, this Agreement shall continue to produce its effects with respect to other details, parts or elements of the Information not yet known.
This Agreement does not constitute any right or grant of licence or other right of use of patents, trademarks, models, or other industrial or intellectual property right of A.A.G. Stucchi.
8. Data processing
Personal data will be processed in accordance with current legislation (European Regulation No. 679/2016) and exclusively for the purposes connected to the request made by the Contractor.
9. Applicable Law and Jurisdiction
This Agreement is governed by Italian law.
The Court of Milan shall have exclusive jurisdiction over all disputes arising from this contract.
