English NDA VANQUISH AG V2.0

NON-DISCLOSURE-AGREEMENT EXAMPLE

Non-Disclosure, Customer Protection, and Communication Agreement

(short: GKMV / English: NDA)

The Contracting Parties

[Name] _____________________

[Name] _____________________

All represented by:

VANQUISH AG

Schloss Brunnegg

8280 Kreuzlingen

Switzerland

and

Add Contracting Parties here

[Name] _____________________

[Name] _____________________

All represented by:

[Company Name]

[Street, No]

[ZIP, City]

[Country]

§1 Confidentiality, Customer

Protection, and Project/Source Protection

The contracting parties agree to full customer and project protection as well as confidentiality for mutually introduced projects, partners, and customers, formulated in accordance with the latest applicable version of the International Chamber of Commerce in Paris (France) conventions(ERA 600 / UCP 600).  

Furthermore, the signatories commit to maintaining confidentiality about intellectual property in the form of words, writing, data carriers, and software of any kind, using the insights only for joint projects, and sharing them with third parties only with the written consent of the other party.

§1a Duration of Customer and Source Protection

This customer and source protection lasts for 2 years, i.e., a minimum of 24 full calendar months after the last business contact (a signed contract between the respective parties).

§1b Information Agreement

Both parties agree not to approach the protected customer directly or through third parties for their own benefit.

If communication with the protected customer is conducted, both parties agree to immediately inform the other party by phone or email (usually by adding them in CC) with a summary of the conversation content.

Both parties agree to this procedure.

§ 2 Obligations, Confidentiality

The contracting parties expressly agree never to engage with the disclosed or revealed business partners (banks, investors, institutions, companies, etc.) of the contracting party or the protected customer without prior written consent from the partner, for the purpose of conducting current and future business, and not to disclose any information to third parties.

Full confidentiality regarding the content, data, and progress of the projects is agreed upon in every respect, in accordance with §90 HGB (German Commercial Code).

§ 2a Extended Customer Protection

During this time, the partner receives a commission on follow-up transactions of their customer/source.

Follow-up transactions during this period are treated as new transactions.  

The customer and source protection will be confirmed or objected to in writing within 2 business days after written designation of the respective partner.

If no written confirmation or objection is made within this time, the requested customer and source protection is considered accepted.

§3 Breach of Agreement

In case of a breach, the cooperation ends with immediate effect.  

In the event of gross negligence or intentional breach of this agreement, the contracting parties are subject to a contractual penalty amounting to the business volumes achieved.

§4 Final Provisions

All amendments, terminations, or additions require written form.

The parties have a confidentiality interest in the disclosed confidential information. Therefore, the parties commit to treating the confidential information provided to them or otherwise made accessible to them strictly confidentially.

If the parties forward confidential information of the other party to third parties for customer acquisition purposes, they commit to obliging the respective third parties to confidentiality in a manner corresponding to this agreement and not to pass on information and documents to further third parties without the written consent of the other party.

This applies to confidential information disclosed both before and after the signing of this agreement.  

Oral agreements are void, as is the oral agreement to waive the written form requirement. The UN Sales Law is excluded.  

The legal relationships of the parties arising from orin connection with this agreement are governed by Swiss law.

The exclusive place of jurisdiction for disputes arising from or in connection with this agreement is Kreuzlingen (Switzerland).

§5 Signatures

[Company Name]

[Street, No]

[ZIP, City]

[Country]

_________________________

[Place], [Date] and [Signature & Stamp COMPANY]

VANQUISH AG

Schloss Brunnegg

8280 Kreuzlingen

Schweiz


[Kreuzlingen], [Date] and [Signature & Stamp VANQUISH AG]

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