2022保密协议英文（全文）

下面是小编为大家整理的2022保密协议英文（全文）,供大家参考。希望对大家写作有帮助!

保密协议英文4篇

保密协议英文篇1

MUTUAL NON-DISCLOSURE AGREEMENT

This Agreement is effective this_ day of _______________, 20_dy and between the University of Iowa Department of ________, with a mailing address of ____________,(hereafter referred to as the University),anda corporation organized and existing under the laws of the state of ____________, with an office at(hereinafter___________), under which either party may disclose (Discloser) and the other party may receive (Recipient) certain confidential information, including software, described in Appendix A, (hereinafter “Confidential Information”).

A.CONFIDENTIALITY AND COMMITMENTS

1.From the date of disclosure and for a period of year thereafter, Recipient shall maintain the Confidential Information in confidence and shall not use the Confidential Information, including but not limited to, any software and any ideas, concepts, techniques, know how, design, methodology or algorithms arising therefrom , for any purposes other than as specified in Appendix A; using at least the same degree of care as Recipient employs with respect to the majority of its own confidential information. Under no circumstances shall Recipient reverse assemble, decompile, reverse engineer or otherwise derive the source code for the software programs or any other Confidential Information provided hereunder.

2.The parties agree that the Confidential Information will be disclosed: a) only to those of Recipient’s personnel or third parties who have a need to know the Confidential Information for the purpose of completing the purpose of the project as described in Appendix A, and b) to the extent required by law.

3.Confidential Information must be disclosed to the Recipient in written or other tangible form which is clearly marked “Confidential,” and when disclosed in oral, visual or other forms or mediums the information must be identified as Confidential Information at the time of disclosure and confirmed in writing as such within 30 days of disclosure

4.Discloser agrees that Recipient shall have no obligation with respect to any Confidential Information which:

(a) is already rightfully known to Recipient; or

(b) is or becomes publicly known through no wrongful act of Recipient; or

(c) is rightfully obtained by Recipient from a third party without similar restriction and without breach of this Agreement; or

(d) is independently developed by Recipient prior to disclosure by the Discloser without breach of this Agreement.

(e) is required by law to be disclosed.

Each party agrees to use its best efforts to avoid inclusion of any third party proprietary or confidential information within the Confidential Information disclosed to the other party.

5.Recipient acknowledges the confidential and secret character of the Confidential Information, and agrees that the Confidential Information is the sole and exclusive property of Discloser; and that Discloser shall retain all right, title and interest to all forms of the Confidential Information disclosed pursuant to this Agreement, and all copies thereof, including but not limited to all software and any enhancements or modifications to the software and all ideas, concepts, techniques, know how, design, methodology or algorithms arising from the software. Recipient shall not copy, distribute or reproduce, in whole or in part, any Confidential Information without written authorization of Discloser, except as Recipient reasonably requires to accomplish the purposes stated in Appendix A. Recipient shall promptly return or destroy, on written request of Discloser, all tangible Confidential Information and copies thereof,

Except as provided in paragraph A (7).

6.Recipient shall not remove any proprietary, copyright, semiconductor chip protection, trade secret, or other legend from any form of the

Confidential Information.

7.Each party’s obligations under paragraphs 3 and 4 shall extend for a period of < > years from the date of this Agreement. Upon request of either party, the Recipient will promptly return to the Discloser all of the Discloser’s Confidential Information which Recipient has received pursuant to this Agreement, provided however that one copy may be retained solely for the purpose of documenting the transfer of such

Confidential Information.

B. PUBLICATIONS

1. Discloser recognizes that under Recipient policy, the results of Recipient research must be publishable and agrees that Recipient employees, agents and subcontractors engaged in the Project described in Appendix A shall be permitted to present research results at symposia, national, regional professional meetings, and to publish in journals, theses or dissertations, or otherwise of their own choosing, methods and results of Project, provided, however, that Discloser shall have been furnished copies of any proposed publication or presentation at least one (1) month in advance of the submission of such proposed publication or presentation to a journal, editor, or other third party. Discloser shall have thirty (30) days, after receipt of said copies, to object to such proposed presentation or proposed publication because there is patentable subject matter or proprietary information of Discloser which needs protection. In the event that Discloser makes such objection, said Researcher(s) shall refrain from making such publication or presentation for a maximum of six (6) months from date of receipt of such objection in order for Discloser to file patent application(s) with the United States Patent and Trademark Office and/or foreign patent office(s) directed to the patentable subject matter contained in the proposed publication or presentation. The Discloser does not possess a right to delay publication if the publication or presentation contains only findings and conclusions of basic science or results that would not affect the ability of the Discloser to obtain a patent application.

C. GENERAL

1. It is understood by the parties that portions of the disclosed confidential information may relate to products that are under development or planned for

development. Discloser is providing the CONFIDENTIAL INFORMATION "AS IS"

AND MAKES NO WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE ACCURACY OF THIS CONFIDENTIAL INFORMATION. DISCLOSER ACCEPTS NO RESPONSIBILITY FOR ANY EXPENSES, LOSSES OR ACTION INCURRED OR UNDERTAKEN BY RECIPIENT AS A RESULT OF THE RECEIPT OF THE CONFIDENTIAL INFORMATION. DISCLOSER SHALL NOT BE RESPONSIBLE FOR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL OR INDIRECT

DAMAGES, LOSS OF USE, LOST PROFITS OR ANY OTHER LOSS OR DAMAGE ARISING OUT OF, RESULTING FROM OR IN ANY WAY ASSOCIATED WITH RECIPIENT"S USE, ACCESS TO OR POSSESSION OF THE CONFIDENTIAL INFORMATION. IT IS FURTHER UNDERSTOOD BY RECIPIENT THAT DISCLOSER DOES NOT WARRANT OR REPRESENT THAT IT WILL INTRODUCE ANY PRODUCT TO WHICH THE CONFIDENTIAL

INFORMATIAL DISCLOSED HEREIN IS RELATED.

2. Neither party has any obligation under or by virtue of this Agreement to purchase from or furnish to the other party any products or services, or to enter into any other

Agreement, including but not limited to, a development, purchasing, or technology

licensing agreement.

3. Except as expressly provided herein, Discloser grants no other license under any

copyrights, patents, trademark or trade secret by the disclosure of Confidential

information.

4. This Agreement shall be governed by the substantive laws of the State of Iowa, excluding its conflict of laws provisions.

5. This Agreement expresses the entire agreement and understanding of the parties with respect to the subject matter hereof and supersedes all prior oral or written

agreements, commitments and understandings pertaining to the subject matter hereof. This Agreement shall not be modified or changed in any manner except in writing and signed by both parties.

THE UNIVERSITY OF IOWA < >

BY: ________________________________ BY: _____________________________

Duly Authorized Duly Authorized

TITLE: _____________________________TITLE: _________________________

DATE: _____________________________DATE: _____________________________

APPENDIX A ATTACHED

保密协议英文篇2

Nondisclosure and Confidentiality Agreement

THIS Agreement is effective as of the May 10th, 2013 (the “Effective Date”), between:

AAA: AAA Corporation，a Company duly organized, validly existing and in good standing as a legal person under the laws of XXX with its legal address at XXX (hereinafter referred to as “AAA”).

BBB: BBB Co., Ltd, a Company duly organized, validly existing and in good standing as a legal person under the laws of XXX and having its principle place of business at XXX(hereinafter referred to as “BBB”).

THE PURPOSE of this agreement is to assure the protection and preservation of the confidential, proprietary nature of information to be disclosed or made available between the parties.

NOW THEREFORE, in consideration of the promises, covenants, understandings, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto do hereby agree as follows:

1.Notice and Communication.

Any notice or other communication pursuant to this Agreement shall be sufficiently made or given on the date of mailing if sent to such party by certified first class mail, postage prepaid, addressed to it at its address above or as it shall designate by written notice given to the other party.

2.No Disclosure of Confidential Information.

Each party shall protect and treat as strictly confidential any “Confidential Information” (as hereinafter defined) disclosed or made available by the other party, and shall not disclose Confidential Information or any part thereof to any person not a party to this Agreement, unless the other party has provided its prior written consent.

3.Confidential Information.

As used in the Agreement, the term “Confidential Information” shall mean all information, ideas, inventions, improvements, concepts, structures, documents, response rate data, list data, marketing program information, consumer information and models, mail piece design elements, direct marketing offers, terms of supply arrangements, cross-sell information, vendor relationship information, formulas, trade secrets, techniques, apparatus, know-how, business data, knowledge about the affairs of the owner, processes, products, proposed products, materials, samples, equipment, and other information of competitive value to the owner, given or communicated or provided from owner to recipient, whether communicated orally or in writing or by other means, but shall not include information which

(i) is already known or becomes known to the recipient without restriction and without the fault of any person from a source other than the owner,

(ii) is or becomes known to the general public without the violation of any confidentiality undertaking, or

(iii) is independently developed by a party without use of or reference to the Confidential Information of the other party.

4.No Use of Confidential Information.

The recipient of Confidential Information shall use the Confidential Information solely for the purpose of evaluating and performing the Activity and will disclose Confidential Information only to its employees, and financial and legal advisors who need to know the Confidential Information in order to evaluate and perform the Activity, provided that the employees, and financial and legal advisors will be informed and directed by the recipient, or have written agreements with the recipient, to treat the Confidential Information consistent with the terms and conditions of this Agreement.

5.Protective Order.

If the recipient is required by law, subpoena, regulation, or court order to disclose Confidential Information, the recipient shall promptly provide the owner of the Confidential Information with written notification prior to making any such disclosure in order to facilitate owner in seeking a protective order or other appropriate remedy from the proper authority, and will fully cooperate with the owner with respect thereto. If the owner is not successful in precluding the requesting legal body from requiring the disclosure of Confidential Information, the recipient agrees to furnish only that portion of the Confidential Information which is legally required, and will exercise all reasonable efforts to obtain reliable assurances that confidential treatment will be afforded to the Confidential Information.

6.Property of Owner.

All Confidential Information disclosed hereunder (including information in computer software or held in electronic storage media) shall be and remain the sole and exclusive property of the owner.

7. Neither BBB nor AAA shall make any public announcement concerning this Agreement, its terms or conditions, or the transactions contemplated hereby without the prior review and consent of the other party.

8. Nothing in this Agreement shall be construed to create any agency, partnership, or joint venture relationship between the parties.

9. Upon request by Discloser, Recipient shall return or destroy all Confidential Information disclosed by Discloser.

10. Discloser understands that Recipient may currently or in the future be developing information internally, or receiving information from other parties, that may be similar to Discloser’s Confidential Information. Nothing in this Agreement will prohibit Recipient from developing products, or having products developed for it, that compete with Discloser’s products, provided that in doing so, Recipient does not use or disclose Discloser’s Confidential Information.

11. By the signatures below of representatives authorized to commit the parties to this Agreement, both parties agree to all of the above terms and conditions. Please execute two originals, one to be retained by BBB Co., Ltd and one by AAA Corporation.

12. BBB Co., Ltd AAA

By: By:

Name Name:

Title: Title:

Date: _________________________ Date: _______________________

保密协议英文篇3

项目名称(Project) :

合同 编号(Contract No.):

签订 地点 (Place o f signing):

签订时间(Date o f signing) :

甲方(Party A):

乙方(Party B):

鉴于甲、乙双方在 项目“项目”)中互相披露保密信

息，为了促进双方间的洽谈以及项目有关合同的签订与履行，明确 协议双方的保密责任，甲、乙双方经平等、友好协商，签订本协议， 以共同信守。

Whereas, Party A and Party B may mutually disclose the con fide ntial information and materials for the project (the “ Project ”)

Whereas, to facilitate the discussi on, executi on and impleme ntati on of the Project related con tracts by both parties and to clarify the con fide ntial obligati ons thereof, Party A and Party B wish to sig n this Agreeme nt after equal and frien dly n egotiati on.

NOW, THEREFORE, the parties hereto, i nten di ng to be legally bou nd, do hereby agree as follows:

1.名词释义(Definition )

1.1披露方：指基于此协议披露保密信息的一方。

The Disclos ing Party shall mea n the party who disclose con fide ntial in formatio n un der this agreeme nt.

1.2接收方：指基于此协议获取保密信息的一方。

The Receivi ng Party shall mea n the party who receives con fide ntial in formatio n un der this agreeme nt.

保密协议英文篇4

保密协议Confidentiality Agreement

　　甲方：XX有限公司

　　Party A：
XX Co.，Ltd.

　　乙方：

　　Party B：

　　鉴于：

　　Whereas：

　　就与甲方进行的会谈或合作，乙方需要取得甲方的相关业务和商业资料，为此，甲乙双方本着互惠互利、共同发展的原则，经友好协商签订本协议。

　　Providing of relevant business and commercial information from Party A to Party B is required for the ongoing business discussions or cooperation between Party A and Party B with respect to，this agreement is entered into by and between Party A and Party B through friendly consultations and under the principle of mutual benefit and joint development.

　　第一条 保密资料的定义

　　Article 1 Definition of Confidential Information

　　在双方协商期间乙方从甲方获取的所有的通讯信息、信息、图纸、产品和其他资料都是保密的(“保密信息”)，但不包括下述资料和信息：

　　All communications, information, drawings, products and other materials obtained by Party B from Party A during the negotiations, are confidential (“Confidential Information”)，excluding the following data and information：

　　1、已经或将公布于众的资料，但不包括甲乙双方或其代表违反本协议规定未经授权所披露的；

　　1．Information that is already or to be make public available， except those disclosed by Party A or its representatives in violation of this agreement and without authorization；

　　2、甲方向乙方披露前已为乙方知悉的非保密性资料；

　　2. Non-confidential information that has come to the attention of Party B before the disclosure of Party A；

第二条责任与义务

　　Article 2 Obligations and Liabilities

　　（一）乙方负有保密义务，承担保密责任。

　　（1）Party B shall undertake confidentiality obligations and liabilities.

　　（二）乙方未经甲方书面同意不得向第三方（包括新闻界人士）公开和披露任何保密资料或以其他方式使用保密资料。乙方也须促使其代表不向第三方（包括新闻界人士）公开或披露任何保密资料或以其它方式使用保密资料。除非披露、公开或利用保密资料是乙方从事或开展合作项目工作在通常情况下应承担的义务（包括乙方今后依法律或合同应承担的义务）适当所需的。

　　（2）Party B shall not disclose or make public any confidential information to a third party （including the press） or otherwise make use of the confidential information without the written approval of the other party；
Party B is obliged to urge its representatives not to disclose or make public any confidential information to a third party （including the press） or otherwise make use of the confidential information；

unless the disclosure， publicity and application of the confidential information is required by the due performance of the obligation of Party B in association with the undertaking and proceeding of the cooperative programs under normal circumstances （including obligation to be assumed by Party B in the future pursuant to the law and the contracts signed by the two parties）。

　　（三）乙方均须把保密资料的接触范围严格限制在因本协议规定目的而需接触保密资料的负责任的代表的范围内；

　　（3）Party B shall strictly limit the access to the confidential information to its responsible representatives only for the purposes specified hereunder.

　　（四）除经过甲方书面同意而必要进行披露外，乙方不得将含有对方或其代表披露的保密资料复印或复制或者有意无意地提供给他人；

　　（4）Party B shall not provide a third party with copies or duplicates of the confidential information disclosed by Party A or its representative， whether intentionally or not， unless the disclosure is allowed by a written agreement signed by Party A.

　　（五）如果合作项目不再继续进行或其中一方因故退出此项目，经甲方在任何时候提出书面要求，乙方应当、并应促使其代表在五（5）个工作日内销毁或向甲方返还其占有的或控制的全部保密资料以及包含或体现了保密资料的全部文件和其它材料并连同全部副本。但是在不违反本协议其它条款的条件下，双方可仅为本协议第四条之目的，保留上述文件或材料的复制件一份；

　　（5） In the event that the proceeding of the cooperative program ceases or either party quits the program with reasons，Party B shall and shall urge its representatives to destroy or return to Party A all confidential information as well as all documents and materials and all duplicates thereof containing confidential information within five working days， upon the request of Party A at any time. Nevertheless，Party B that possess the confidential information may keep one piece of the duplicates of the documents or materials described above only for the purpose enshrined in Article 4 hereunder， without breaching other provisions of this agreement.

第三条 知识产权

　　Article 3 Intellectual Property Rights

　　甲方向乙方或乙方代表披露保密资料并不构成向乙方或乙方代表转让或授予其商业秘密、商标、专利、技术秘密或任何其它知识产权拥有的权益，也不构成向乙方或乙方代表转让或授予受第三方许可使用的商业秘密、商标、专利、技术秘密或任何其他知识产权的有关权益。

　　Disclosure of the confidential information by Party A to Party B or its representatives shall not be construed to constitute an assignment or grant to Party B or its representatives of the rights and interests in relation to its trade secrets， trademarks， patents， know-how or any other intellectual property， nor shall it constitute an assignment or grant to Party B or its representatives the rights and interests in relation to the trade secrets， trademarks， patents， know-how， or any other intellectual property authorized by a third party.

第四条 保密资料的保存和使用

　　Article 4 Preservation and Application of the Confidential Information

　　（一）乙方有权保存必要的保密资料，以便在履行其在合作项目工作中所承担的法律、规章与义务时使用该等保密资料。

　　（1）Party B has the right to preserve necessary confidential information， so as to make use of which in implementing binding laws， regulations， and obligations under their cooperative programs.

　　（二）乙方在书面通知甲方并将披露的复印件抄送甲方后，可根据需要在提交任何市、省、中央或其他对乙方有管辖权的监管团体的任何报告、声明或证明中披露保密资料。

　　（2）Party B can， in light of actual demand， disclose the confidential information in any reports， statements or certificates submitted to any regulatory organs at municipal， provincial， central， or other levels that have jurisdiction over Party B，after informing Party A in written form and making a copy for Party A of the disclosed information.

第五条 违约金

Article 5 Payment of Penalty

违反本协议项下的任何一项义务的单个情况，违约方应当支付伍万美元(USD 50.000)的违约金。此等违约金不限制另一方要求超出此数额的实际损害赔偿的权利。任何一次对本协议的违约行为都不应当被认为是前一次违约行为的继续。

For each individual breach of an obligation under this agreement the Party in breach shall pay a contractual penalty of the equivalent amount of fifty thousand United States Dollars (USD 50,000.), without limiting the right of the other Party to claim actual damages in excess of this amount. No act of breach of this Agreement shall be considered the continuation of a previous act of breach of this Agreement.

第六条 争议解决和适用法律

　　Article 6 Dispute Settlement and Governing Laws

　　本协议受中华人民共和国法律管辖并按中华人民共和国法律解释。对因本协议或本协议各方的权利和义务而发生的或与之有关的任何事项和争议、诉讼或程序，本协议双方不可撤销地接受中华人民共和国法院的管辖。

　　This agreement shall be governed by and be interpreted in accordance with the laws of the People"s Republic of China. With respect to any issues， disputes， lawsuits or proceedings arising from or in connection with the rights and obligations of the parties hereunder， the two parties shall irrevocably accept the jurisdiction of the people"s courts of the People"s Republic of China.

第七条 协议有效期

　　Article 7 Term of the Agreement

　　本协议有效期为五年，自甲乙双方签字盖章之日起生效。

　　This agreement shall remain effective for five years， and shall come into force as from the date when both parties sign and stamp the company chop on the agreement.

第八条 其他

Article 8 Miscellaneous Provisions

（一）本合同的语言为中文和英文。若中英文不一致的，则以中文为准。

（1）This Agreement shall be drawn up in an English and a Chinese version. If there is any discrepancy between English and Chinese versions, the Chinese version shall prevail.

（二）本协议一式四份，双方各执两份，具有同等法律效力。

　　（2） This agreement shall be held in four originals of the same form. Each party shall preserve two originals with equal legal effect.

　　甲方：XX有限公司

　　Party A：
XXCo.， Ltd.

　　地 址：

　　Address：

　　联系电话：

　　Tel：

　　传 真：

　　Fax：

　　邮政编码：

　　Postal Code

　　（盖章）（Seal）

　　法定代表人（或授权代表人）签字：Signature of Legal Representative （or Authorized Representative）：

　　日期：
年 月 日Date：

　　乙方：Party B：

　　地 址：

　　Address：

　　联系电话：Tel：

　　传 真：Fax：

　　邮政编码：Postal Code：

　　（盖章）（Seal）

　　法定代表人（或授权代表）签字：Signature of Legal Representative （or Authorized Representative）：

　　日期：
年 月 日Date：

推荐访问:英文 保密 协议 保密协议英文 保密协议英文