TERM OF CONFIDENTIALITY AND NON-DISCLOSURE
Term that subscribes:
_________________________________________________________ (" INTERESTED PARTY"),
Individual Taxpayer’s Identification Number : _________________________________________
ID (Identification ): ______________________________________________________
TRADE CONNECT TECHNOLOGY CORPORATION , company headquartered SFM LTD of Unit 117, Orion Mall, Palm Street, P.O. Box 828, Victoria, Mahe, Seychelles, duly registered under IBC No. 184067.
A) That theThe INTERESTED PARTY intends to contribute with the COMPANY in the development of the BITCLUB Project ("Project") and that for the development of this Project, the COMPANY will disclose confidential information of its property; and,
B) The INTERESTED PARTY is aware that such confidential information should be used only in the development of the Project.
C) The INTERESTED PARTY is aware that is acquiring through the BITCLUB project, teaching material via a third party platform, with content focused on financial education and investments
D) Access to the teaching material / course, will be done by voucher directly in the platform of the person in charge of the content
E) BITCLUB is not responsible for the content, but rather, for providing access to said content to the INTERESTED PARTY
F) BITCLUB, in its mission and values, has as it’s scope the aid to its members and INTERESTED PARTIES in the improvement of performance and financial management, there being the possibility of rewarding, distributing or transferring values arising as profits of its investiments. Such rewards/transfers are an act of liberality of the part of BITCLUB and therefore do not constitute a contractual obligation.
The present Confidentiality and Non-Disclosure Agreement (hereinafter simply "Agreement") is fair and binding.
1. CONFIDENTIAL INFORMATION
1.1. The Parties expressly agree that "Confidential Information" includes any information provided by the COMPANY, by any means, including verbal, written or magnetic, whether or not marked as confidential, related or not to the Object of other contracts and / or services maintained by the parties, as well as information or data (whether provisional or definitive) developed at any time, whether this data or information is of a technical, commercial, legal or other nature, including, without limitation, trade secrets, know-how, and information related to technology, customers, commercial plans, promotional or marketing activities, economic, financial and other business of the COMPANY, which are not public knowledge.
2. USE OF CONFIDENTIAL INFORMATION
2.1. THE INTERESTED PARTY hereby commit to keeping all Confidential Information a secret and not to use the Confidential Information outside the scope of the Project, for any other purpose, unless you receive specific prior written consent from the COMPANY.
3.1. Confidential Information that becomes publicly available without breach of this Agreement or any other obligation of confidentiality by any third party is not bound by this Agreement.
4.1. The Parties acknowledge and agree that failure to comply with any provision or condition of this Agreement may cause COMPANY harm, which cannot be sufficiently compensated in cash. Thus, failure to comply with any of the obligations set forth in this Agreement may be required through specific execution by the injured party, pursuant to the provisions of Article 461 of the Code of Civil Procedure, in which case the party defaulting shall be liable for any damages.
4.2. If the INTERESTED PARTY or one or more of its representatives disclose or misuse, in whole or in part, any Confidential Information in breach of the provisions herein, it shall undertake full responsibility for the direct payment or reimbursement to the COMPANY and any of its Administrators or employees, from all losses and / or damages that are incurred by and / or imputed to the COMPANY including administrative and / or judicial defense costs that may be necessary for the protection of their interests.
5.1 . This Agreement is irrevocably signed and may only be terminated by mutual written agreement between the Parties.
5.2 . The duration of this Agreement shall begin on the date of its signature and shall extend until the conclusion of the negotiations of the Project, provided, however, that the obligation to maintain confidentiality and not to misuse the Confidential Information provided for in this Agreement shall Subsist for a period of five (5) years from the date of termination thereof, under penalty being subject to the sactions provided herein.
6.1 . THE INTERESTED PARTY shall not assign or transfer the rights, benefits and obligations of this Agreement to any third party, in whole or in part, without prior written consent of the COMPANY.
6.2. This Agreement may not be modified or renounced, without prior written consent of the COMPANY.
7.1 . The Central Forum of the District of São Paulo, São Paulo, is hereby elected to resolve any conflicts arising from this agreement, to the exclusion of any other, no matter how privileged it may be or become.
Seychelles, July, 2017.