Non-Disclosure  / Non-Circumvention Agreement

This agreement made by ...................... with offices in .....................and  by ....................with offices in ....................is executes for the joint protection of the parties against the communication of information that is proprietary in nature, that is intrinsically valuable or is potentially harmful to the business of either of the parties, if divulged to another. The Agreement also is intended to protect the parties against the circumvention of one by the other through unauthorized contacts with a party's business sources during the period which it covers on a world-wide basis.

In exchange for the information each party gives the other, the parties agree to keep confidential the names of any banks, corporations, organizations, individuals, licensors, licensees, or agents of any of the above, introduced by either of the parties or by the agent of a party, to the other. The identifies of these individuals shall remain confidential during the term specified in the agreement. Information such as telephone, telex, or facsimile numbers, e-mail addresses,  mailing lists, addresses, computer databases and technical / commercial / financial data, as well as any matter which could reasonably be expected to cause technical / commercial / financial damages, directly or indirectly, to either of the parties, shall be accorded confidentiality under this Agreement.

This Agreement shall be in effect for the full term specified and shall apply to all transactions executed or initiated during the term. It shall apply to principals and agents and shall include follow-up contacts, repeats, roll-overs, extensions and renegotiated contracts or the equivalent.

Any violation of this Agreement shall entitle the wronged party to compensation for such damage as may be reasonably shown to have resulted from the violation.

This instrument contains the entire Agreement of parties, and is enforceable for five years from the date of the execution by both parties. It shall be construed under the laws of the State of Florida, without reference to its conflict of laws rules, and controversies and claims arising from this agreement shall be brought only in the courts of the State of Florida (U.S.A.).

APPROVED AND ACCEPTED BY MR. ...................., C.E.O., ....................

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Mr. ....................                                                                   Date

APPROVED AND ACCEPTED BY MR ....................., C.E.O.,......................

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Mr. ....................                                                                          Date