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Nondisclosure agreement

 This agreement (“Agreement”) sets out the relationship between the limited liability company BRUSSELS ADVISORY GROUP (hereinafter – “the Contractor”) and its Clients, meaning any legally capable natural persons who have reached the age of 18 as well as legal persons intending to use the services offered by the Contractor over the Internet via www.eurofranchise.net.

This Agreement is a public offer addressed to Clients and proposing to enter into a Confidentiality Agreement on the terms and conditions as specified hereunder with any Client who responds to this offer. This Agreement is a deed of accession, and a Client may accept the terms and conditions hereof solely by accession to this Agreement in its entirety without any amendments, exclusions and supplements.

By acceding to this Agreement, the Client also expresses its full acceptance of the terms and conditions hereof and confirms that they shall not in any way impair its rights and legitimate interests.

1. Terms used in this Agreement:

1.1. Confidential information means information constituting a trade secret (know-how), or data of any kind (industrial, technical, economic, organizational or other), including data on results of intellectual activity relating to research and technology, and data on methods used for engaging in professional activities, that have an actual or potential commercial value due to their non-public nature, that are not freely lawfully accessible by third parties on legal grounds, and that are treated as a trade secret by the persons who own such data.

1.2. Transfer of confidential information means transfer of information constituting a trade secret and recorded on a physical storage media by the information owner to a counterparty within the framework of a contract, in a scope and on the terms as provided under the contract, including the condition requiring the counterparty to take the contract-specified measures to protect confidentiality of such information.

2. Each of the Parties understands that, to foster mutually beneficial business relations, it may have to transfer its confidential information to the other Party.

Confidential information shall always remain the property of the transferring Party and shall not be copied or otherwise reproduced by the receiving Party without prior written consent of the transferring Party.

All permitted copies of confidential information shall always bear the same confidentiality markings as shown on the originals thereof.

3. Each of the Parties, upon receiving confidential information from the other Party, undertakes to:

a) Preserve confidentiality of such information and take all necessary measures to protect the same, using at least the same degree of care as it is using for protecting its own confidential information;

b) Use such information solely for the purposes as provided under the Agreement, and never use the same for any other purposes without prior written consent of the transferring Party;

c) Not to disclose such information to third parties prior without prior written consent of the transferring Party, save where this information:

  • was or became a public domain from a source other than the receiving Party;
  • was legitimately known to the receiving Party prior to its receipt from the transferring Party;
  • has to be disclosed by the receiving Party in accordance with applicable legislation.

4. Where any confidential information of the transferring Party is disclosed to government bodies or institutions at their demand, the receiving Party shall limit such disclosure to a minimum required and shall immediately notify the transferring Party of the nature of such disclosure to the maximum extent possible in the light of circumstances.

5. The Parties also agree that:

  1. access to each other’s confidential information will be granted solely to those of their employees who will need to know the same for a sound reason;
  2. they will require such employees to perform all obligations as provided hereunder;
  3. if requested by the other Party, they will immediately return to each other all originals and, if any, copies of the confidential information in their possession;
  4. the obligations contemplated hereunder shall continue irrespectively of the Agreement's termination.

6. Should a Party violate any of the obligations as provided hereunder, the affected Party shall be entitled to demand that the defaulting Party compensate all direct document-supported losses incurred by the affected Party because of such violation.

7. This Agreement is entered into for a 5 (five) year term after the Client’s accession to this Agreement.

8. THE CONTRCTOR’S ADDRESS AND BANK DETAILS

LIMITED LIABILITY COMPANY BRUSSELS ADVISORY GROUP

OGRN 5147746456810; INN/CPP 7701417613/770101001

Legal address: 105082, Moscow, Spartakovskaya Ploschad, 14, building 3, office 10

Mailing address: Moscow, Pokrovka Street, 1/13/6, building 2, office 35

Account # 40702810838000017110

With OAO Sberbank of Russia Moscow

Corr. Account # 30101810400000000225

BIC: 044525225

General Director

Aleksey Sergeievich Zakrevsky

Phone: +7 (495) 796-42-65

Е-mail: info@eurofranchise.net