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rights under this Agreement shall not be construed as a waiver of such rights. |
16. |
INUREMENT. |
This Agreement shall inure to the benefit of the parties hereto and their respective “Affiliates” (as |
defined below), successors, assigns and legal representatives. |
The parties agree that each party and its Affiliates |
may receive Confidential Information from and/or disclose Confidential Information to the other party and the other |
party's Affiliates, and that all such Confidential Information shall be governed by this Agreement. |
Recipient shall be |
fully responsible to the Disclosing Party for any breach of this Agreement by the Recipient’s Affiliates. |
“Affiliate”, as |
used herein, means an entity that directly or indirectly controls, is controlled by or is under common control with a |
party to this Agreement; and as used in this Section ”control”, “controls” or ”controlled” means: (i) fifty-one percent |
(51%) or more ownership or beneficial interest of income or capital of such entity; (ii) ownership of at least fifty-one |
percent (51%) of the voting power or voting equity; or (iii) the ability to otherwise direct or share management |
policies of such entity. |
17. |
INJUNCTIVE RELIEF. |
The parties agree that any use of Confidential Information in violation of this Agreement |
may cause the other party irreparable harm, and may leave it with no adequate remedy at law and shall, thereby, |
entitle it to seek injunctive relief in any court with competent jurisdiction over the party or party’s Affiliate in violation. |
18. |
CHOICE OF LAW. |
This Agreement is governed and construed in accordance with the laws of the State of |
Michigan, without regard to principles of conflict or choice of laws. |
The Parties hereby unconditionally and |
irrevocably agree to submit to the exclusive jurisdiction of the state and federal courts of the State of Michigan. |
19. |
SURVIVAL. |
Sections 1, 2, 3, 4, 5, 6, 17, 18, 19 and any sections (or parts thereof) which, by their nature, are |
intended to survive termination shall survive termination of this Agreement. |
20. |
SEVERABILITY. |
If a court finds any provision of this Agreement or any right or obligation invalid or unenforceable, |
this Agreement shall be immediately deemed amended to: (i) include a provision that reflects the intent of the |
parties, or, if (i) is not possible, (ii) to exclude such provision and the parties shall negotiate in good faith a |
substitute provision that reflect the parties’ intent at the time of entering into the Agreement. |
Bosch North America Mutual NDA rev. |
2017.03.31.IPR-NA |
Page 4 of 4 |
21. |
ENTIRE AGREEMENT. |
This Agreement contains the entire understanding between the parties regarding the |
Confidential Information and supersedes all other communications, reports or understandings between the parties |
in respect thereto. |
No change or addition to any provision shall be binding unless it is in writing and signed by an |
authorized representative of both parties. |
All notices shall be in writing and delivered by electronic mail, registered |
or certified mail (return receipt requested) to the appropriate address set forth in the signature block below. |
22. |
HEADINGS. |
Headings in this Agreement are for reference only and shall not affect the meaning of the provisions. |
23. |
COUNTERPARTS. |
This Agreement may be signed in two or more counterparts including signing facsimile copies. |
Each counterpart is deemed an original and all counterparts together shall constitute one and the same instrument. |
IN WITNESS WHEREOF, the parties hereto have caused their authorized representatives to execute this Agreement as |
of the date first written above. |
Signature: |
Signature: |
Print Name: |
Print Name: |
Title: |
Title: |
Date: |
Date: |
Signature: |
Print Name: |
Title: |
Date |
Insert Full Name of Conterparty |
Bosch Automotive Service Solutions Inc. |
Revised January 29th, 2019 |
1 |
NON-DISCLOSURE AGREEMENT |
Required Xnder JEA¶V Confidential Information Protection Program |
THIS NON-DISCLOSURE AGREEMENT ("AgUeePeQW´) iV eQWeUed iQWR WhiV ______day of |
__________ by and between JEA, located at 21 West Church Street, Jacksonville, Florida 32202 (the |
³Discloser´), aQd ____________________________________________________________ with an address |
at ______________________________________________ (Whe ³Recipient´) (hereafter Discloser and |
Recipient shall be referred to as the PARTIES}. |
WHEREAS, |
the |
Recipient |
desires |
to |
work |
with |
the |
discloser |
and/or |
view |
______________________________________________________________________documents regarding |
____________________________________ (the ³Transaction´); and |
WHEREAS, the discloser is required by its internal policies, state and federal laws, rules, regulations |
or standards to ensure that sensitive and confidential information is protected and not disclosed to the public; |