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Ontario Inc. 1452946 (39 Medical Center)
NON-DISCLOSURE AGREEMENT
Ontario Inc. 1452946 (39 Medical Center)
NON-DISCLOSURE AGREEMENT
EFFECTIVE DATE: September 1, 2021
DISCLOSING PARTY
Ontario Inc. 1452946 (39 Medical Center)
170 Esna Park Dr., Unit 1, Markham, Ontario, Canada L3R1E3
("39 MEDICAL)
RECEIVING PARTY
The readers of the Project Presentation
(READER)
39 MEDICAL intends to disclose confidential information
to the readers of the project presentation sole for the purpose of enabling
the reader to understand and evaluate the proposal: "An Integrated
TCM Enterprise and A Global TCM Distance Medical Consultation Platform"
with a view to acquiring/investing into 39 MEDICAL or becoming a business
partner (e.g. franchisee, purchaser, supplier, contractor, etc.) or consultant
or employee of 39 MEDICAL.
The subject of the Confidential Information is:
Any information contained in the project presentation including without
limitation, all information, data, drawings, materials, tools or apparatus,
trade secrets, business relations, business connections, business plans,
business projects and personal information, product information and financial
information related to 39 MEDICAL or its personnel.
This Agreement regarding Confidential Information shall have perpetual
effect.
The reader agrees that the following terms and conditions will govern
the disclosure of confidential information
1. Receiving Party shall not disclose any Confidential Information to
third parties for at least three (3) years following the date of receipt
, except as otherwise provided below. However, Receiving Party may disclose
Confidential Information in accordance with judicial or other governmental
order, provided Receiving Party shall give Disclosing Party reasonable
notice prior to such disclosure and shall comply with any applicable protective
order or equivalent.
2. Receiving Party shall take reasonable security precautions, at least
as great as the precautions it takes to protect its own confidential information,
to keep confidential the Confidential Information and prevent it from
unauthorized disclosure. Receiving Party may disclose Confidential Information
only to Receiving Party's employees or consultants on a need-to-know basis,
and will have executed or shall execute appropriate written agreements
with its employees and consultants sufficient to enable it to comply with
all the provisions of this Agreement.
3. Confidential Information may be disclosed, reproduced, summarized or
distributed only in pursuance of Receiving Party's business relationship
with Disclosing Party, and only as otherwise provided hereunder.
4. Receiving Party shall notify Disclosing Party immediately upon discovery
of any unauthorized use or disclosure of Confidential Information, or
any other breach of this Agreement by Receiving Party, and will cooperate
with Disclosing Party in every reasonable way to help Disclosing Party
regain possession of the Confidential Information and prevent its further
unauthorized use.
5. Receiving Party shall return all originals, copies, reproductions and
summaries of Confidential Information at Disclosing Party's request, or
at Disclosing Party's option, such as certified destruction of the same.
6. All Confidential Information is and shall remain the property of Disclosing
Party. By disclosing information to Receiving Party, Disclosing Party
does not grant ally express or implied right to Receiving Party to Disclosing
Party's patents, copyrights, trademarks, or trade secret information.
7. The terms of confidentiality under this Agreement shall not be construed
to limit either party's right to independently develop or acquire products
without use of the other party's Confidential Information.
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