Date: Project Name: Project Location: Solicitation Number:
CONFIDENTIAL DISCLOSURE AGREEMENT
This Agreement is entered into this ____ day of ___ 20__ by and between ______, (hereinafter "Recipient") and Leopardo Companies, Inc. with offices at 5200 Prairie Stone Parkway, Hoffman Estates, IL 60192 (hereinafter "Discloser").
WHEREAS Discloser will pursue in a working relationship with _________ that is confidential and proprietary to Discloser (hereinafter "Confidential Information"); and
WHEREAS the Recipient is willing to receive disclosure of the Confidential Information pursuant to the terms of this Agreement for the purpose of contributing to the success of the Leopardo Companies, Inc., and_______ working relationship.
NOW THEREFORE , in consideration for the mutual undertakings of the Discloser and the Recipient under this Agreement, the parties agree as follows:
1. Disclosure . Discloser agrees to disclose, and Receiver agrees to receive the Confidential Information.
2. Confidentiality .
2.1 No Use . Recipient agrees not to use the Confidential Information in any way, or to manufacture or test any product or service embodying Confidential Information, except for the purpose set forth above. 2.2 No Disclosure . Recipient agrees to use its best efforts to prevent and protect the Confidential Information, or any part thereof, from disclosure to any person other than Leopardo Companies, Inc. having a need for disclosure in connection with Recipient's authorized use of the Confidential Information. 2.3 Protection of Secrecy . Recipient agrees to take all steps reasonably necessary to protect the secrecy of the Confidential Information, and to prevent the Confidential Information from falling into the public domain or into the possession of unauthorized persons.
3. Limits on Confidential Information . Confidential Information shall not be deemed proprietary and the Recipient shall have no obligation with respect to such information where the information:
(a) Was known to Recipient prior to receiving any of the Confidential Information from Discloser;
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