It is understood and agreed to that an Legalguidance Client may provide certain information that is and must be kept confidential. To ensure the protection of such information, and to preserve any confidentiality necessary under patent and/or trade secret laws, it is agreed that:
- The Confidential Information to be disclosed can be described as and includes 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.
- Legalguidance shall limit disclosure of Confidential Information within its own organization to its directors, officers, partners, members, employees and/or independent contractors (collectively referred to as “affiliates”) having a need to know. Legalguidance and affiliates will not disclose the confidential information obtained from the discloser unless required to do so by law.
- This Agreement imposes no obligation upon Legalguidance with respect to any Confidential Information (a) that was in Legalguidance possession before receipt from Legalguidance Client; (b) is or becomes a matter of public knowledge through no fault of Legalguidance ; (c) is rightfully received by Legalguidance from a third party not owing a duty of confidentiality to the Legalguidance Client; (d) is disclosed without a duty of confidentiality to a third party by, or with the authorization of Legalguidance ; (e) is public knowledge or the information is available in public domain; or (f) is independently derived by Legalguidance .
- This Agreement states the entire agreement between Legalguidance and Legalguidance Client concerning the disclosure of Confidential Information. Any addition or modification to this Agreement must be made in writing and signed by the parties.
- If any of the provisions of this Agreement are found to be unenforceable, the remainder shall be enforced as fully as possible and the unenforceable provision(s) shall be deemed modified to the limited extent required to permit enforcement of the Agreement as a whole.
- You are solely responsible any consequences, losses, or damages that we may directly or indirectly incur or suffer due to any unauthorized activities conducted by you, as explained above, and may incur criminal or civil liability.