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Dean Hubert B. Valeriano: Non-Disclosure Agreement

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0% found this document useful (0 votes)
28 views1 page

Dean Hubert B. Valeriano: Non-Disclosure Agreement

Uploaded by

deanvaleriano
Copyright
© © All Rights Reserved
We take content rights seriously. If you suspect this is your content, claim it here.
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Non-Disclosure Agreement

This Confidentiality and Non-Disclosure Agreement is made and entered by and between NAME herein known as “the Employee”
and DSCP Inc. herein known as “the Company.”

The terms "Confidential Information" and "Proprietary Data" mean information and data not generally known outside the
company concerning the Company or its businesses and the Company’s business and technical information, including but not limited
to, business development ventures, finances, design and standard operating procedures and all other concepts or ideas involving or
reasonably related to the business or prospective business of the Company, or information received by the Company as to which
there is a bona fide obligation, contractual or otherwise, on Company’s part, not to disclose the same.

It shall also include, invention description(s), technical and business information relating to proprietary ideas and
inventions, ideas, patentable ideas, trade secrets, drawings and/or illustrations, patent searches, existing and/or contemplated
products and services, research and development, production, costs, profit and margin information, finances and financial
projections, customers, clients, marketing, and current or future business plans and models, regardless of whether such information
is designated as “Confidential Information” at the time of its disclosure.

The Employee shall likewise have a duty to protect other confidential and/or sensitive information which is (a) disclosed
by the Company in writing and marked as confidential or other similar designation at the time of disclosure; (b) disclosed by the
Company in any other manner and identified as confidential at the time of disclosure and is also summarized and designated as
confidential in a written memorandum delivered to the Employee within thirty (30) days of the disclosure and/or (c) all information,
files, and documents produced by and for the Company.

This Agreement shall not be construed as creating, conveying, transferring, granting, or conferring upon the Employee
any rights, license, or authority in or to the information exchanged, except the limited right to use Confidential Information as may
be specified. Furthermore and specifically, no license or conveyance of any intellectual property rights is granted or implied by this
Agreement.

The Employee understands and agrees that the Confidential Information and Proprietary Data constitute trade secrets of
the Employer and that at all times material to this Agreement, and that the Company has taken all reasonable steps to protect the
confidentiality of this information.

The Employee agrees not to use Confidential Information and/or Proprietary Data for the benefit of any other person,
corporation, or entity, other than the Company, during the term of employee's employment with Employer, or any time thereafter.

The Employee agrees not to disclose all Proprietary Data of the Company without written and signed approval from
his/her Department Director.

Employee agrees that the Confidential Information and Proprietary Data shall be and remain the exclusive property of the
Company and shall not be removed from the premises of the Company under any circumstances whatsoever without the prior
written consent of the Company, and if removed, shall be immediately returned to the Company upon separation or termination of
Employee's employment, and no copies thereof may be kept by Employee. Upon the separation of the Employee from the
Company but not more than thirty (30) days from the notice of separation or termination, the Employee shall delete and/or
destroy all documents and materials, in whatever form, disclosed to him/her by the Disclosing Party. For this purpose, the
Disclosing Party reserves the right to require the Receiving Party to execute a document attesting to the destruction and/or deletion
of the Confidential Information.

All notes, notebooks, memorandums, online and offline storages and other similar repositories of information containing
or relating in any way to Confidential Information and/or Proprietary Data shall be the property of the Company. All such items
made or compiled by Employee or made available to Employee during the period of employment, including all copies thereof, shall
be held by Employee in trust and solely for the benefit of the Company and shall be delivered to the Company by Employee upon
termination of employment with the Company, or at any other time upon the request of the Employer.

Employee agrees that s/he shall not disclose to any other person or entity, either directly or indirectly, the Confidential
Information and/or Proprietary Data unless required to do so by law or when consent is expressly given by the Company in a
written instrument addressed to the Employee. Employee understands that the use or disclosure of any of the Confidential
Information and/or Proprietary Data may be cause for an action in the proper courts of the Philippines and that without waiving the
right to collect damages from Employee, the Company shall be entitled to an injunction prohibiting the use or disclosure of the
Confidential Information and Proprietary Data.

In the event that the Employee should contravene any of the provisions of this Agreement or the integrity of the
Confidential Information, s/he shall indemnify and be liable for all reasonable expenses and legal fees, including reasonable
attorney’s fees which may be incurred in the course of injunctive or equitable form of relief necessary under the circumstances
equivalent to not less than PESOS: FIVE HUNDRED THOUSAND Philippine Currency (PhP 500,000.00).

It is expressly understood and agreed that this Non-Disclosure Agreement shall form an integral part of the Employment
Contract executed by and between the Company and the Employee on ________________. Any violation of this Agreement by the
Employee shall constitute serious misconduct and breach of trust and the Company may impose sanction upon the Employee in
accordance with Company policy without prejudice to any other available remedies provided by law which Company may resort to.

Accepted and Agreed By:

Dean Hubert B. Valeriano


___________________________
Employee Name and Signature

RIZA D. TOYCO
DSCP Inc. Representative Signature

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