NON-DISCLOSURE AGREEMENT
This Non-Disclosure Agreement (“Agreement”) is made and entered into as of the date of acceptance (the “Effective Date”) by and between Skylighter Fireworks Pty Ltd (“Disclosing Party”), with its principal place of business at 320 Hein Road Buccan 4207, and the contractor or supplier (“Receiving Party”), collectively referred to as the “Parties.”
1. PURPOSE
The Disclosing Party possesses certain confidential and proprietary information related to its events, including but not limited to designs, production methods, technical specifications, pricing, client lists, safety procedures, and business operations. The Receiving Party requires access to such information solely for the purpose of collaborating on event planning, execution, and other agreed-upon services (the “Purpose”).
2. CONFIDENTIAL INFORMATION
2.1 Definition: “Confidential Information” includes, without limitation:
- Business strategies, client information, financial data, pricing structures, and marketing plans.
- Technical data, designs, specifications, safety procedures, and operational methodologies.
- Information regarding current, past, or potential future events.
- Any proprietary software, processes, documentation, or trade secrets.
- Any other information designated as confidential or which, by its nature, should be understood as confidential.
2.2 Exclusions: Confidential Information does not include information that:
- Is publicly available through no breach of this Agreement by the Receiving Party.
- Is rightfully received from a third party without an obligation of confidentiality.
- Is independently developed by the Receiving Party without reference to the Disclosing Party’s Confidential Information.
3. OBLIGATIONS OF THE RECEIVING PARTY
3.1 The Receiving Party agrees to:
- Maintain the confidentiality of all Confidential Information using at least the same level of care as it uses to protect its own confidential information, but no less than a reasonable standard of care.
- Not disclose, distribute, or otherwise make available any Confidential Information to any third party without prior written consent from the Disclosing Party.
- Use Confidential Information only for the Purpose and not for any other commercial or competitive advantage.
- Promptly notify the Disclosing Party in the event of any unauthorised disclosure or breach of this Agreement.
4. TERM AND TERMINATION
4.1 This Agreement will remain in effect from the Effective Date and continue for a period of five (5) years, unless terminated earlier by mutual written agreement.
4.2 Upon termination or completion of the Purpose, the Receiving Party shall promptly return or destroy all Confidential Information and certify in writing that no copies remain.
5. REMEDIES
The Receiving Party acknowledges that unauthorised disclosure of Confidential Information may cause irreparable harm to the Disclosing Party. In the event of a breach or threatened breach, the Disclosing Party shall be entitled to seek injunctive relief, in addition to any other legal remedies available.
6. GOVERNING LAW
This Agreement shall be governed by and construed in accordance with the laws of the State of Queensland, Australia. Any disputes arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts of Queensland.
7. GENERAL PROVISIONS
7.1 No Licence: No rights or licences, express or implied, are granted to the Receiving Party under this Agreement.
7.2 No Partnership: This Agreement does not create any joint venture, partnership, or employment relationship between the Parties.
7.3 Severability: If any provision of this Agreement is found to be unenforceable, the remaining provisions shall continue in full force and effect.