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1、【A+版】大型外企内部纯英文版保密和禁止竞争协议 五优版实用精品文档 CONFIDENTIALITY AND NON-COMPETITION AGREEMENT BY AND BETWEEN NAME OF THE EMPLOYER AND NAME OF THE EMPLOYEE 【A+版】大型外企内部纯英文版保密和禁止竞争协议 五优版实用精品文档 TABLE OF CONTENTS 一、DEFINITIONS1 二、REPRESENTATIONS, WARRANTIES AND UNDERTAKINGS - CONFIDENTIALITY2 三、REPRESENTATIONS, WARRA
2、NTIES AND UNDERTAKINGS - NON-COMPETITION .4 四、EMPLOYMENT AFTER TRAINING.5 五、INTELLECTUAL PROPERTY.5 六、RETURN OF MATERIALS.6 七、LIABILITY FOR BREACH.6 八、APPLICABLE LAWS .6 九、SETTLEMENT OF DISPUTES.6 十、INTEGRITY AND SEVERABILITY7 十一、OTHERS7 SCHEDULE I.9 【A+版】大型外企内部纯英文版保密和禁止竞争协议 五优版实用精品文档 THIS AGREEMENT
3、 is made in place of ePecution, name of the city and province, the Peoples Republic of China (the “PRC”) on this date day of month, year, by and between the following two parties: Party A: Insert Name of the Employer, a company duly established in the PRC with its legal address at Insert address. Pa
4、rty A shall hereinafter be referred to as the “Employer”; and Party B: Insert Name of the Employee, a citizen of the PRC whose identity card number is Insert number, of Insert address. Party B shall hereinafter be referred to as the “Employee”. WHEREAS: 1、On Insert date Party A and Party B ePecuted
5、an Employment Contract in accordance with the laws of the PRC and both acknowledge that Party B is an employee of Party A. 2、The Employer possesses advanced technology in the area of Insert business scope. 3、The Employee agrees to maintain the strictest confidentiality in respect of such technology
6、and other business secrets belonging to the Employer and not to engage in any business or otherwise compete with the Employer at any time during his or her employment with the Employer or for a period of three (3) years after termination of such employment. 【A+版】大型外企内部纯英文版保密和禁止竞争协议 五优版实用精品文档 After f
7、riendly discussions and negotiation, Party A and Party B have agreed to the following terms and conditions with respect to the Employees duties of confidentiality and non-competition: 一、DEFINITIONS Unless otherwise required by the contePt of this Agreement, the following terms used in this Agreement
8、 shall have the meanings set forth below: 1、 “Confidential Information” shall mean any information which is contained, stored, archived or recorded either in electronic format on any computer disc, CD-ROM, CD, hard drive or software or which is incorporated, reproduced or embodied in any document or
9、 other tangible item in either case belonging to or used by the Employer or any other company or legal person in which it has any interest including, without limitation, any subsidiary company, equity or contractual or co-operative joint venture (“Affiliate”) comprising: 2、 any proprietary software
10、whether developed or in the process of development and whether or not intended to be used as part of an operating system, any networking, design, conversion and/or translation programmes and any information stored or recorded on any of the foregoing; A、any information regarding the business and affa
11、irs, customers and suppliers of the Employer or any Affiliate, the disclosure of 【A+版】大型外企内部纯英文版保密和禁止竞争协议 五优版实用精品文档 which to any competitor or to the general public would or might be detrimental to the interests of the Employer or any Affiliate; B、 any information which the customers of the Employer
12、 or any Affiliate consider confidential and in respect of which the Employer or any Affiliate may be subject to confidentiality or non-disclosure obligations ePpress, implied or otherwise; and C、 any information concerning the employees of the Employer or any Affiliate including rates of pay or othe
13、r information the disclosure of which would or might be detrimental to any such employee; D、 all other information of any nature whatsoever which may be disclosed or made known to the Employee at any time during the course of his or her employment by the Employer whether or not he or she is performi
14、ng duties for, or is undergoing training by, the Employer or any Affiliate which other information may include technologies, business strategies and methods, technical specifications or know-how, computer programmes, designs, blueprints, drawings, techniques, processes, lists of customers, suppliers
15、 or prices, discount rates, methods of accounting and bookkeeping, research data of all kinds and management methods; and 3、the technology and related materials listed in Schedule I. 4、“Business Secrets” shall have the same meaning as Confidential Information. 【A+版】大型外企内部纯英文版保密和禁止竞争协议 五优版实用精品文档 二、RE
16、PRESENTATIONS, WARRANTIES AND UNDERTAKINGS - CONFIDENTIALITY 1、The Employee hereby represents, warrants and undertakes to the Employer: A、 that his or her employment by the Employer and ePecution of the Employment Contract will not breach any covenant or agreement which the Employee has entered into with any of his or her former employers or any obligation owed to any other company or individual in either case concerning confidentiality or non- compet
