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| 05-12 13:09:15 来源： 作者： |
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NDA Inquiry (采购产品): NDA I would like to send you an RFQ against a government contract issued for National Defense. In order to do so, I need you to complete and sign the attached document. You can fax it back to my attention: S.Stockweather 716-686-1724. Effective Date: May 18, 2005 CONFIDENTIALITY AGREEMENT AND NOTICE OF RESTRICTIONS PERTAINING TO TECHNICAL DATA UNDER 22 C.F.R. Pt. 120-130 (ITAR REGULATIONS) In order to protect certain proprietary, confidential information which may be disclosed between AVOX Systems Inc. ("AVOX Systems") and ___________________________________ (the Participant") the parties also agree that: 1. The Discloser of confidential information hereunder is: The Recipient of confidential information hereunder is: 2. The parties' representatives for coordinating disclosure or receipt of confidential information are: for AVOX Systems: for Participant : 3. The confidential information disclosed under this Agreement is described as: Information, components, drawings, specifications as they apply to the FacePlate area of the breathing mask for the Joint Service Aircrew Mask (JSAM) Program. 4. This Agreement covers only confidential information which is disclosed between the effective date and May 31, 2008_______, unless this Agreement is modified or superseded by another written agreement. 5. A Recipient's obligations regarding confidential information received under this Agreement expire on May 31, 2011______, unless this Agreement is modified or superseded by another written agreement. 6. A Recipient shall protect the confidential information against unauthorized disclosure using the same degree of care, but not less than a reasonable degree of care, as the Recipient uses to protect its own confidential information of a like nature. 7. A Recipient shall be obligated to protect only such confidential information disclosed under this Agreement as is: (a) disclosed in tangible form clearly labeled as confidential at the time of disclosure, or (b) disclosed initially in non-tangible form identified as confidential at the time of disclosure and, within thirty days following the initial disclosure, summarized and designated as confidential in a written memorandum delivered to the Recipient's representative named in paragraph 2 above. 8. This Agreement imposes no obligation upon a Recipient with respect to any confidential information disclosed under this Agreement which: (a) was in the Recipient's possession before receipt from the Discloser; or (b) is or becomes a matter of public knowledge through no fault of the Recipient; or (c) is rightfully received by the Recipient from a third party without a duty of confidentiality; or (d) is disclosed by the Discloser to a third party without a duty of confidentiality on the third party; or (e) is independently developed by the Recipient; or (f) is disclosed pursuant to a subpoena, civil investigation or similar process; or (g) is disclosed by Recipient with the Discloser's prior written approval. 9. Certain specifications and/or drawings disclosed by AVOX Systems under this Agreement may be considered to be technical data under the International Traffic in Arms Regulations (22 C.F.R. Pt. 120-130) and therefore may not be disclosed to foreign persons (non U.S. citizens) or exported without the approval of the U.S. Department of State. The Participant agrees that, in the event the Participant determines that compliance with the requirements of 22 C.F.R. 120-130 and/or any other requirements pertaining to technical data under the International Traffic in Arms Regulations of the U.S. State Department cannot be assured, the Participant shall immediately return to AVOX Systems the specifications and /or drawings disclosed under this Agreement. The lack of an obligation of confidentiality, or the release of an obligation of confidentiality in accordance with paragraph 8 of the Agreement does not release the recipient from the obligations imposed by 22 C.F.R. Pt. 120-130. 10. Neither party acquires any intellectual property rights under this Agreement. Neither party has an obligation under this Agreement to purchase any service or item from the other party, or to deal exclusively with the other party in any field. No agency or partnership relationship is created by this Agreement. This Agreement is made under and shall be construed according to the laws of the State of New York without regard to principles of conflicts of law. AVOX SYSTEMS INC. PARTICIPANT COMPANY NAME: ADDRESS: 225 ERIE STREET LANCASTER, NY 14086 716-683-5100 ADDRESS: AUTHORIZED SIGNATURE: DATE: AUTHORIZED SIGNATURE: DATE: PRINTED NAME: Joseph Contino PRINTED NAME: PRINTED TITLE: Manager, Engineering PRINTED TITLE: **** Hidden Message ***** Susan Stockweather 225 Erie Street Lancaster, NY 14086 USA Company: Avox Title: Sr. Subcontract Adminstrator Phone: 716-686-1541 Fax: 716-686-1724 E-mail: sstockweather@avox.zodiac.com **** Hidden Message ***** sstockweather@avox.zodiac.com |
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