1. Purpose
The purpose of this Agreement is to protect the confidential and proprietary information disclosed by the Client to the Provider during their business relationship.
2. Definition of Confidential Information
For purposes of this Agreement, "Confidential Information" includes all written, electronic, or oral information that the Client designates as confidential or that reasonably should be understood to be confidential, including, but not limited to, business plans, financial data, customer information, and trade secrets.
3. Obligations of the Provider
The Provider agrees to:
Maintain the confidentiality of the Confidential Information.
Use the Confidential Information solely for the purpose of providing services to the Client.
Not disclose the Confidential Information to any third party without the Client's prior written consent, except as outlined in Clause 6.
4. Access for Maintenance and Support
The Client grants the Provider permission to access their profile and data for the sole purpose of addressing technical issues, fixing bugs, or performing necessary maintenance. This access will be used only as needed to ensure the proper functioning of the services provided and to maintain data integrity.
5. Exclusions from Confidential Information
Confidential Information does not include information that:
Is or becomes publicly known through no wrongful act of the Provider.
Is received from a third party without breach of any obligation of confidentiality.
Is independently developed by the Provider without use of the Client's Confidential Information.
6. Data Sharing with Robert Bosch
The Client agrees that the Provider may share specific data as outlined in the contract signed with Robert Bosch. This includes, but is not limited to, purchase data, sales data, and other agreed-upon metrics necessary to support network efficiency and profitability. This clause ensures transparency and compliance with the terms agreed upon with Robert Bosch.
7. Return of Materials
Upon termination of this Agreement, the Provider shall return or destroy all materials containing Confidential Information provided by the Client.
8. Term
This Agreement shall commence on the date first written above and shall continue in effect until terminated by either party with thirty (30) days written notice.
9. Governing Law
This Agreement shall be governed by and construed in accordance with the laws of South Africa.
10. Entire Agreement
This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements and understandings, whether written or oral, relating to such subject matter.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first above written.