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This Confidentiality and Non-Disclosure Agreement is made between Cosmo First Ltd and an intern, outlining the terms for protecting confidential information shared during the internship period from February 13, 2023, to May 12, 2023. The agreement specifies the obligations of the Receiving Party regarding the confidentiality, use, and return of the disclosed information, as well as exceptions to these obligations. It also establishes the legal framework governing the agreement, including jurisdiction and the relationship between the parties.

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Suraj Mogal
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0% found this document useful (0 votes)
26 views5 pages

NDA Name

This Confidentiality and Non-Disclosure Agreement is made between Cosmo First Ltd and an intern, outlining the terms for protecting confidential information shared during the internship period from February 13, 2023, to May 12, 2023. The agreement specifies the obligations of the Receiving Party regarding the confidentiality, use, and return of the disclosed information, as well as exceptions to these obligations. It also establishes the legal framework governing the agreement, including jurisdiction and the relationship between the parties.

Uploaded by

Suraj Mogal
Copyright
© © All Rights Reserved
We take content rights seriously. If you suspect this is your content, claim it here.
Available Formats
Download as DOCX, PDF, TXT or read online on Scribd
You are on page 1/ 5

Confidential

CONFIDENTIALITY AND NON-DISCLOSURE AGREEMENT

This Confidentiality and Non-Disclosure Agreement (“Agreement"), is made and executed as on 13th February
2023, by and between at Aurangabad.

COSMO FIRST LTD, having its registered office at 1008, DLF Tower -A, Jasola District Centre, New Delhi, 110025
(hereinafter referred to as “Disclosing Party”), which expression shall unless repugnant to the context or
meaning thereof be deemed to include its successors and permitted assigns, of the One Part;
And
NAME, S/o [NAME], having permanent address at [ADDRESS] and presently at [•] (hereinafter referred to as
“Receiving Party”), which expression shall unless repugnant to the context or meaning thereof be deemed to
include his/her successors and permitted assigns, of the Other Part.

Disclosing Party and Receiving Party may hereinafter be individually referred to as “Party” and collectively as
“Parties.”

RECITALS

WHEREAS

A. The Disclosing Party has engaged Receiving Party on “Internship” basis (“Purpose”) and the Receiving
will have access to certain Confidential Information (as defined below); and

B. The Disclosing Party is willing to disclose the Confidential Information to Receiving Party under terms
and conditions that protect the Disclosing Party against unauthorized disclosure and/or use of its
Confidential Information and the Receiving Party is willing to receive the Confidential Information
under those terms and conditions.

NOW THEREFORE, in consideration of their mutual promises and intending to be legally bound, the Parties have
reached an agreement having the following terms:

1. DISCLOSURE OF CONFIDENTIAL INFORMATION

In connection with the Parties' contemplation of or furtherance of Purpose herein, Disclosing Party
may from time to time disclose, either orally, in writing, electronically or in some other form, certain
Confidential Information (defined below). “Confidential Information” shall mean and includes any
and all facts, knowledge and information of any nature whatsoever, whether written, oral, in
electronic, magnetic and/or optical form or otherwise, concerning the business, strategy operations,
prospects, finances, or other affairs which includes, without limitation, samples, materials, documents
delivered, disclosed or shown in connection with the Purpose or business of Disclosing Party or of
third party a to whom the Disclosing Party has an obligation of confidentiality, information concerning
product specifications, technology, data, know-how, ideas, inventions (whether patentable or not),
intellectual property, compositions, photographs, electro-magnetic tapes, drawings, commercial,
information that reveals the processes, methodologies, technology or know how by which Disclosing
Party’s existing or future products, services, applications and methods of operations are developed,
conducted or operated or interpretation of such data and all other information and anticipated
customer requirements, price lists, market studies, computer software and programs, database
technologies, systems, business plans, financial projections and budgets, historical and projected
sales, capital spending budgets and plans, current or prospective financing sources furnished in
connection with the Purpose by the Disclosing Party, whether disclosed before or after the Effective
Date and in whatsoever manner such information is documented. Confidential Information further
includes all information, data and other material generated by way of any analysis, compilations, data
studies or other documents prepared by the Receiving Party containing, reflecting, or based in whole
or in part on information disclosed by Disclosing party; or regarding the existence, nature or status of
any discussions between the Parties as contemplated by this Agreement, including the existence,
nature and terms of this Agreement.

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Confidential

2. CONFIDENTIALITY AND NON-USE OF INFORMATION

2.1 Receiving Party hereby undertakes to treat the Confidential Information as strictly confidential and in no
event shall Receiving Party communicate/disclose the Confidential Information to any third parties

2.2 Receiving Party shall not make any use of the Confidential Information, except for the Purpose of this
Agreement.

3. EXCEPTIONS TO OBLIGATION OF CONFIDENTIALITY

Receiving Party's obligations under this Agreement shall not apply and the Receiving Party will or have
no further obligations with respect to Confidential Information to the extent Receiving Party can
demonstrate and evidence with written document that:

(a) the Confidential Information is or has already become part of the public domain at the time
of disclosure, by publication or otherwise, except by breach of the provision of this
Agreement;

(b) the Confidential Information can be established by written evidence to have already been in
the lawful possession of Receiving Party prior to the time of disclosure;

(c) the Confidential Information is received by Receiving Party from a third party without such
similar restriction(s) to its confidentiality and without any breach of this Agreement; and

(d) the Confidential Information is required to be disclosed by order of a court of competent


jurisdiction, administrative agency or governmental body, or by subpoena, summons or
other legal process, or by law, rule or regulation, or by applicable regulatory or professional
standards provided that prior to such disclosure, Disclosing Party is given reasonable advance
notice of such order and an opportunity to object to such disclosure.

4. OWNERSHIP RIGHTS AND LICENSES

Neither this Agreement nor any disclosure hereunder shall grant or be deemed, by this implication or
otherwise to vest in the Receiving Party any license or ownership rights to or under any patents, trade
mark, copy right, know-how, or trade secrets, or other proprietary right owned or held by Disclosing
Party. Receiving Party also acknowledges that this Agreement likewise grants no right to use any
information, know-how or data that is proprietary to Disclosing Party. All rights in and to the
Confidential Information shall remain vested exclusively with the Disclosing Party.

5. RETURN OR DESTRUCTION OF CONFIDENTIAL INFORMATION

The Receiving Party shall upon the termination/expiry of this Agreement or immediately upon request
by the Disclosing Party, whichever is earlier, return to the Disclosing Party all documents and other
material in Receiving Party’s possession or control including all copies and reproductions, containing
any portion of the Confidential Information made for the purposes of this Agreement and shall
destroy, if sought by the disclosing party, all memoranda, notes and other writings prepared by the
Receiving Party based on the Confidential Information and certify the destruction thereof with an
undertaking that all Confidential Information have been duly returned and/or destroyed.

6. INJUNCTIVE RELIEF

The Receiving Party hereby acknowledges and agrees that any use or disclosure of Confidential
Information in contravention of this Agreement shall be considered a breach of this Agreement which
shall cause immediate, substantial, and irreparable harm to the Disclosing Party, for which monetary
damages would not be a sufficient remedy. In the event of a breach or threatened breach of this
Agreement, the Disclosing Party shall in addition to other remedies be entitled to equitable relief,
including injunction and specific performance. Such remedies shall not be deemed to be the exclusive

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Confidential

remedies for a breach of this Agreement but shall be in addition to all other remedies available at law
or equity. The Receiving Party agrees to waive any requirement for the securing or posting of any
bond in connection with such remedy.

7. TERM AND TERMINATION

This Agreement shall be effective from 13th February 2023 (“Effective Date”) and shall remain valid
for the tenure of internship (13th February – 12th May 2023) from the Effective Date and the
obligations to protect the Confidential Information under this Agreement shall remain in effect during
the term of this agreement and three (3) years thereafter.

Notwithstanding the foregoing, if either Party provides any Confidential Information to the other
Party which is identified as a trade secret of the Disclosing Party, the obligation to keep such trade
secret confidential will be until such trade secret falls within the ambit of exceptions set out in this
Agreement.

8. NON-DISCLOSURE OF DISCUSSIONS

The Receiving Party shall not disclose to any third party either the existence or content of this
Agreement or the disclosures and activities contemplated by it or the fact that the disclosures and
activities contemplated by this Agreement are taking place or have taken place or any of the terms,
conditions or the status thereof at any time or any other facts in respect of a possible transaction
between the Parties, without the prior written consent of the Disclosing Party.

9. NO FURTHER OBLIGATIONS

Nothing hereunder shall commit or obligate, or be legally binding on, either Party to agree to any
potential business relationship or to enter into any further agreement or negotiations with the other
or to refrain from entering into an agreement or negotiations with any third parties.

10. NOTICES AND COMMUNICATIONS

10.1 Any notices and communications permitted or required under this Agreement shall be in writing, shall
refer specifically to this Agreement and shall be deemed given only if delivered by hand, by registered
mail or sent by nationally recognized overnight delivery service that maintains records of delivery; or
by electronic mail, or by fax, addressed to the Parties at their respective addresses as mentioned
below or at such addresses as Party’s may designate in writing to the other.

For CFL:
Cosmo First Ltd
1008, DLF Tower -A,
Jasola District Centre,
New Delhi, Delhi 110025

For NAME:

Permanent Address:
Current Address:
E-Mail ID:
Mobile No.:
Aadhar Card No:
PAN:

Notices will be deemed to have been given (a) when delivered if personally delivered on a business
day (or if delivered or sent on a non-business day, then on the next business day); (b) on the business
day after dispatch if sent by a nationally recognized overnight courier; or (c) on the third (3rd)
business day following the date of mailing, if sent by mail.

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Confidential

11. DISCLAIMER

Except as set forth in this Agreement or as may otherwise be set forth in a written agreement, the
Disclosing Party makes no representation or warranty as to the accuracy, completeness, condition,
suitability, or performance of the Confidential Information and the Disclosing Party shall have no
liability whatsoever to the Receiving Party resulting from its use of the Confidential Information.

12. ASSIGNMENT

This Agreement shall not be assignable or transferable by Receiving Party without the prior written
consent of the Disclosing Party.

13. AMENDMENTS & VARIATIONS

No amendments, variations, additions or consensual cancellation of this Agreement or any provisions


or term thereof and no extension of time, waiver, or relaxation of any of the provisions or terms of
this agreement shall be binding unless recorded in a written documents signed by the Parties.

14. GOVERNING LAW & JURISDICTION

This Agreement shall be governed by and shall be construed in accordance with the laws of India and
the Parties hereto submit themselves for the exclusive jurisdiction of Courts at New Delhi.

15. RELATIONSHIP BETWEEN THE PARTIES

The Parties hereto are the company (Cosmo First Ltd) & the Intern (Sidharth Grover). Nothing
contained in this Agreement shall be deemed or construed to create between the Parties a
partnership or employment or principal-agent relationship or joint venture.

16. MISCELLANEOUS

16.1 If any provision of this Agreement is declared or found to be illegal, unenforceable or void, the Parties
shall negotiate in good faith to agree upon a substitute provision that is legal and enforceable and is
as nearly as possible consistent with the intentions underlying the original provision. If the remainder
of this Agreement is not materially affected by such a declaration or finding and is capable of
substantial performance, then the remainder shall be enforced to the extent permitted by law.

16.2 This Agreement supersedes all prior discussions and writings with respect to the subject matter
hereof, and constitutes the entire agreement between the Parties with respect to the subject matter
hereof.

IN WITNESS WHEREOF, the Parties intending to be legally bound have caused this Agreement to be executed by
their duly authorized representatives as of the Effective Date.

FOR AND ON BEHALF OF: BY:


COSMO FIRST LTD NAME

__________________________________ __________________________________
Name: Name:
Title: Title:
Date: Date:

Witness:
1.__________________ 2. __________________

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Confidential

Name: Name:
Address: Address:

Page 5 of 5

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