This Non-Disclosure Agreement (“Agreement”) is entered into as of the Effective Date between Surkon Real Estate, located at Halken 8/9, Famagusta, Cyprus (hereinafter the “Disclosing Party”), and the individual or company providing its contact details and participating in diagnostic discussions (hereinafter the “Receiving Party”).
Whereas, the Disclosing Party possesses certain confidential and proprietary information which may be disclosed to the Receiving Party for the purpose of diagnostic consultations and potential business cooperation;
Now, therefore, in consideration of the mutual covenants and other valuable consideration, the Parties agree as follows:
1. Confidential Information:
“Confidential Information” means all non-public information, including but not limited to technical, financial, business, and other proprietary information, disclosed by the Disclosing Party to the Receiving Party during diagnostic discussions and consultations.
2. Confidentiality Obligations:
The Receiving Party agrees to treat all Confidential Information as strictly confidential and to take all reasonable precautions to prevent unauthorized disclosure or use. The Receiving Party shall not disclose, reproduce, or use the Confidential Information for any purpose other than as expressly permitted under this Agreement.
3. Exclusions from Confidentiality:
The confidentiality obligations shall not apply to information that:
a) was already known to the Receiving Party at the time of disclosure;
b) becomes publicly available without breach of this Agreement by the Receiving Party;
c) is independently developed by the Receiving Party without reference to the Confidential Information; or
d) is lawfully obtained from a third party without any obligation of confidentiality.
4. No Solicitation of Personnel:
During the term of this Agreement and for a period of five (5) years thereafter, the Receiving Party shall not, without the prior written consent of the Disclosing Party, directly or indirectly solicit or hire any employees, contractors, or representatives of the Disclosing Party involved in the provision of cybersecurity services.
5. Return or Destruction of Confidential Information:
Upon the Disclosing Party’s request or upon termination of discussions, the Receiving Party must promptly return all copies of the Confidential Information or, at the Disclosing Party’s request, confirm in writing its destruction.
6. Term and Termination:
This Agreement shall remain in effect for five (5) years, unless earlier terminated by either Party upon written notice. The confidentiality obligations shall survive the termination of this Agreement.
7. Governing Law and Jurisdiction:
This Agreement shall be governed by and construed in accordance with the laws of Northern Cyprus. Any disputes arising out of or relating to this Agreement shall be subject to the exclusive jurisdiction of the courts located in Cyprus.
IN WITNESS WHEREOF, the Parties have executed this Non-Disclosure Agreement as of the Effective Date.