confidentiality agreement

Agreement between Adam Ross (hereafter referred to as “Designer”) and the undersigned, (hereafter referred to as “Client”) on the date indicated below. The parties agree to the following:

1. Definition

Client hereby agrees not at any time to disclose to anyone any information or trade secrets disclosed by Designer to Client (collectively the “confidential information”), or utilize such confidential information for its own benefit, or for the benefit of third parties and all copy, plates, masters, memoranda, notes, records, customers, customer lists, processes, or other documents made available to Client by Designer shall be the property of Designer and shall be delivered to Designer upon the completion of Client’s services or at any other time upon request. This confidentiality agreement shall not be applicable to information in the public domain or to information disclosed by Designer to third parties, other than its clients, counsel, or third parties with whom Designer has confidentiality agreements or relationships in which confidential information can be expected to be exchanged.

2. Remedies

Client agrees that Designer will be damaged irreparably if this agreement is not specifically adhered to and Client hereby waives the defense or claim in any action or proceeding to enforce this agreement that an adequate remedy exists at law. Should any dispute arise under or in connection with this agreement, an injunction and temporary restraining order may issue restraining any action in breach hereof pending determination of the controversy. The remedy of specific enforcement of this agreement will be nonexclusive and in addition to any other remedy that Designer may have.

3. Jurisdiction

Client hereby agrees that if any provision contained in this agreement is hereafter determined by a court of competent jurisdiction to be unenforceable or invalid at law or in equity, the same shall not affect the remainder of the agreement. It is specifically understood and agreed between Designer and Client that this agreement is to be given its fullest effect permitted by law to protect Designer’s interests and any such court is hereby authorized to exercise its jurisdiction to reform this agreement to the end that Client shall be subject to such non-disclosure and confidentiality as are reasonable under the circumstances to protect the rights of Designer.

4. Indemnification

Client hereby agrees to indemnify and hold Designer harmless from and against any damages or losses suffered or incurred by Designer as a result of Client’s breach of this agreement. Without limiting the foregoing, in the event of a breach by Client of any provision of this agreement, in addition to any other rights or remedies to which Designer is entitled pursuant to this agreement or at law or in equity, Designer will also be entitled to recover reasonable attorney’s fees, costs and necessary disbursements in any action necessary to enforce or interpret the terms of this agreement.

 


The parties hereto have signed this Agreement as of the date first set forth below.

ADAM ROSS

 

 


I agree to these terms and conditions.