During the term of this Agreement, The Recipient agrees not to contact, contact or attempt to do business with any officers, directors, shareholders, consultants, lawyers, employees, agents or other affiliates of the Business Opportunity at any time, directly or indirectly, or otherwise refer the Disclosing Party to the Recipient for circumvention purposes. the result is that the disclosing party does not make any profit, costs or otherwise without the express written consent of the disclosing party; such permission is expressly granted in writing by the disclosing party on a case-by-case basis. In the event of such circumvention, the Disclosing Party shall be entitled to all commissions due under this Agreement or in connection with this Transaction. In addition to the standard „privacy language”, this document also includes (a) non-circumvention and (b) preservation of the identity of the parties. Attorneys` fees are often overlooked in poorly formulated contracts. Without them, the winning parties are responsible for their own attorneys` fees, which is likely to be a significant financial burden and therefore a deterrent to enforce their rights granted herein. Depending on the relationship between the parties or the nature of the transaction, it may be advisable to require all agents to enter into a written agreement to protect confidential information. Example: Part A is a designer of luxury clothing and designs some clothing for a number of retailers and department stores. Party B is a luxury clothing manufacturer.

Party A has entered into a contract with Party B for the production of luxury clothing in large quantities in accordance with the design specifications of Part A and its direct delivery to boutiques and department stores (Part C). To ensure that Party B does not directly bind Party C and attract Party C with a fee agreement lower than what Party A currently requires, a non-circumvention agreement is required. Part A should encourage Part B and Part C to each sign a separate non-circumvention agreement to ensure that Part A is adequately protected. Download a free confidentiality and non-circumvention agreement template: See below A lawyer can help you determine if additional and specialized exceptions are appropriate for your specific agreement. A confidentiality clause prohibits certain parties to an agreement from disclosing confidential information. The main purpose of this clause is to deter the theft of intellectual property. Rocket Lawyer allows you to create a non-disclosure agreement for free. 16. Entire Agreement, Modification.

This Agreement (i) constitutes the entire agreement and understanding of the parties with respect to the matters contained herein and (ii) may only be amended, modified or terminated by a separate letter expressly signed by the recipient and the disclosing party with respect to such amendment, modification or waiver of this Agreement. 3. Confidentiality of Confidential Information. The recipient may use the confidential information only for the purpose of evaluating the potential transaction. The recipient undertakes to keep confidential information confidential for a period of three (3) years from the date of execution. The recipient must do its best to keep confidential information confidential and must not disclose any of the confidential information to any other person, provided however that the recipient can disclose confidential information to the recipient`s representatives, who must know this information for the purpose of evaluating the potential transaction and agree to keep this information confidential. The recipient will not disclose such confidential information or allow any unavoidable disclosure, and the recipient is solely and directly responsible for all persons who receive confidential information through or through the recipient or the recipient`s representatives. The recipient may not otherwise allow such confidential information to be available or accessible, stored electronically or otherwise, published, distributed, transmitted or disclosed in any way to third parties. Without limiting these obligations, all Confidential Information will be protected with the utmost care to avoid disclosure and, to the extent possible, shall be kept error-free and virus-free. The Recipient shall not allow or permit such Confidential Information to be knowingly or negligently misappropriated or used (directly or indirectly, through independent research, reverse engineering, decompilation or otherwise) by the Recipient or the Recipient`s representatives for their own benefit or for the benefit of others, except in connection with conversations and meetings between the Disclosing Party and the Recipient and agreements or of actions, resulting from or related to it.

18. Survival. The confidentiality requirements, agreements, understandings, and indemnification obligations of this Agreement shall survive the termination of this Agreement. This is common in real estate when a broker works with a buyer. The agreement requires the buyer to work with the agent and make offers through the agent. .