License And Distribution Agreement

The distribution contract may include conditions that prescribe how the goods are marketed or promoted. «CONFIDENTIAL INFORMATIONS» software, «DISTRIBUTOR Confidential information,» identity and other information about end-users and information relating to distributor`s plans, strategies, products and services, «Confidential Information» the confidential information provided by the VENDOR and the confidential information of the distributor, «party to disclosure», a party that discloses its confidential information and «receiving party» a party that receives confidential information from the party. Confidential information may be oral, visual, written or electronic. «confidential information» of the public party does not contain information that is or becomes publicly available, except as a result of disclosure by the receiving party or one of its representatives (as defined below); (ii) the receiving party was available to the recipient party, on a non-confidential basis, prior to its disclosure by the public party to the receiving party, unless the source of that information was bound by a confidentiality agreement with the public party or by any other contractual, legal or fiduciary obligation to the public party; (iii) available to the recipient party, on a non-confidential basis, from a source other than that of the public party, unless that source is bound by a confidentiality agreement with the public party or any of its related companies or by any other obligation of contractual, legal or fiduciary secrecy; or (iv) was developed, discovered or discovered independently of the receiving party, without using the confidential information provided by the revealing party or without any connection to it. Confidential information is not used by the recipient party or by a member of staff, senior executives, directors or contractors («representative») of the receiving party for purposes other than the performance of its obligations or the exercise of their rights under this Agreement. Confidential information provided by the revealing party is not disclosed or disclosed by the receiving party to third parties, unless: with the prior written permission of the revealing party; are required by law, rule or regulation, or by the order or claim of a court or government authority or authority; or as authorized by this agreement. Notwithstanding the above, the receiving party may disclose the disclosure party`s confidential information to the representatives of the receiving party, who must verify this confidential information in order to verify the performance by the receiving party of its obligations or the exercise of their rights under this agreement, but only after the receiving party has informed it of the confidentiality of this confidential information and has approved it. , in writing, to treat this confidential information confidentially on terms substantially similar to those of this agreement.