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THIS AGREEMENT (the "Agreement”) is entered into on this ____day of ___________ by and
between _________________, located at ___________________ ( the”Disclosing Party”), and
___________________________ with and address at ______________________ (the “Recipient” or the
The Recipient hereto desires to participate in discussions regarding ________________________
(the “Transaction”). During these discussions, Disclosing Party may share certain proprietary
information with the Recipient. Therefore, in consideration of the mutual promises and covenants
contained in this Agreement, and other good and valuable consideration, the receipt and sufficiency of
which is hereby acknowledged, the parties hereto agree as follows:
1.Definition of Confidential Information.
(a) For purposes of this Agreement, “Confidential Information” means any data or
information that is proprietary to the Disclosing Party and not generally known to the public, whether in
tangible or intangible form, whenever and however disclosed, including, but not limited to: (i) any
marketing strategies, plans, financial information, or projections, operations, sales estimates, business
plans and performance results relating to the past, present or future business activities of such party, its
affiliates, subsidiaries and affiliated companies; (ii) plans for products or services, and customer or
supplier lists; (iii) any scientific or technical information, invention, design, process, procedure, formula,
improvement, technology or method; (iv) any concepts, reports, data, know-how, works-in-progress,
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