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NON-DISCLOSURE AGREEMENT

This NON-DISCLOSURE AGREEMENT (this “Agreement”) is entered into as of this 27th of


June, 2018 (the “Effective Date”), by and between:

(1) Rockwon IT Global Pte. Ltd., a company organized and existing under the laws of
Singapore with its principal office at 160, Robinson rd. SBF Center #21-09, Singapore
068914 (“RWG”); and

(2) GADJAH UNGGUL a company organized and existing under the laws of Indonesia
with its principal office at Jalan KH Ahmad Dahlan

RWG and ENAM are herein after individually referred to as a “Party” and collectively as the
“Parties.”

WHEREAS:

(A) RWG is a company in Singapore with significant reputation and expertise in the
businesses related to IT software services;

(B) ENAM is a company in Indonesia with significant reputation and expertise in the
businesses related to port terminal software services;

(C) While discussing the Purpose (as defined hereinafter), the Parties wish to obtain certain
information, including the Confidential Information (defined below), from either Party
in order for the Parties (i) to further discuss and explore mutually beneficial business
arrangements and (ii) to assess and evaluate the feasibility of the proposed Purpose; and

(D) In order to protect the Confidential Information to be disclosed by the Parties during such
discussions, each Party agrees to confidentiality obligations related to the information to
be disclosed by a Party to the other Party.

NOW, THEREFORE, in consideration of the mutual promises and covenants contained


herein, in the parties hereby agree as follows:

1. Definitions

The capitalized terms used in this Agreement shall have the following respective
meanings:

1.1 “Affiliate” means any corporation or other legal entity which controls, is controlled by,
or is under common control with a company, whereby “control” means possession,
directly or indirectly of power to direct or cause the direction of management or policies
of such entity, whether through ownership of voting securities, by contract, or otherwise.

1.2 “Confidential Information” means any confidential or proprietary information


disclosed, before, on or after the Effective Date, to the Recipient (defined below),
whether orally, visually, in writing, or through any means of communication, by or on
behalf of Discloser (defined below), including without limitation:
(a) any intellectual property, including without limitation, know-how, trade secrets,
copyright, signs, distinctive marks, biological material, devices, models, formulae,
graphs, photographs, drawings, data, products, operational information or practices,
business plans, methodologies, inventions, policies, records, memoranda and notes;
(b) business, financial, technical and other commercially valuable information; and
(c) any note, summary, record or other material based on, or derived or produced partly
or wholly from, or incorporating any of, the Confidential Information.

1.3 Notwithstanding any provision to the contrary, the Confidential Information shall not
include any information which:

(a) at the time of disclosure is in the public domain;


(b) becomes part of the public domain after disclosure without breach of this Agreement
by the Recipient or its Representatives;
(c) was in the possession of the Recipient or its Representatives (defined below) at the
time of disclosure by Discloser;
(d) is disclosed to the Recipient without confidentiality restrictions by a third party
having the right to disclose such to the Recipient; or
(e) was independently developed by the Recipient or its Representatives without
reference to disclosed Confidential Information, as shown by documents and other
competent evidence in the Recipient’s possession.

1.4 “Discloser” means the Party which is disclosing information, including Confidential
Information.

1.5 “Governmental Authority” means any government or political subdivision or


department of such government or political subdivision, any governmental or regulatory
body, commission, board, bureau, agency or instrumentality, any stock exchange or any
court.

1.6 “Purpose” means the discussions or evaluation held or to be held between the Parties
regarding their possible collaboration and future business relationship with regards to
establishing terminal automated operation systems and harbor IT infra systems. During
the discussions or evaluation, the Parties may assess desirability or viability of
establishing a business or contractual relationship between the Parties.

1.7 “Recipient” means the Party which is receiving information, including the Confidential
Information.

1.8 “Representatives” means, as to any person, such person’s directors, officers, employees,
advisors, consultants, agents, or representatives.

2. Disclosure of Confidential Information

2.1 Confidential Information Disclosure. As soon as practicable after the execution of this
Agreement and so long as the Parties are discussing and/or contemplating the Purpose,
the Recipient may be given access to certain Confidential Information of Discloser that
may be necessary or desirable (i) for the Recipient to evaluate and/or assess the Purpose
and (ii) for the Parties to explore various possibilities for mutually beneficial business
relationship, including the Purpose.

2.2 Representation and Warranty. The Recipient understands and acknowledges that none
of Discloser or any of its Representatives is making any representation or warranty,
express or implied, as to the accuracy or completeness of the Confidential Information
provided to the Recipient by or on behalf of the Discloser. None of Discloser or any of
its Representatives shall have any liability to the Recipient or any other person resulting
from the Recipient’s use of the Confidential Information, other than as may be set forth
in any definitive agreement providing for the Purpose and subject to the terms, conditions
and limitations of any such agreement.

2.3 No Obligation for Definitive Agreements. Except as expressly set forth in this
Agreement, nothing in this Agreement shall be construed as requiring either Party to
enter into any agreements, commitments and/or the Purpose unless and until the Parties
enter into the definitive agreement(s) for such purposes on terms and conditions as agreed
between the Parties. Either Party may at any time, at its sole discretion with or without
cause, terminate discussions and negotiations with the other Party, in connection with the
Purpose or otherwise.

2.4 Ownership of Confidential Information. All Confidential Information disclosed under


this Agreement shall be and remain the property of the Discloser and nothing contained
in this Agreement shall be construed as granting or conferring any rights to such
Confidential Information on the other Party.

3. Confidentiality Obligations

3.1 The Recipient agrees that it shall,

(a) not disclose, cause, or permit to be disclosed, the Confidential Information to any
third party other than its Representatives without the prior written consent of
Discloser and shall safeguard the confidentiality of all such Confidential Information
with at least the same degree of care as the Recipient would protect its own
Confidential Information, but in no event with less than a commercially reasonable
degree of care;
(b) not use the Confidential Information, or permit it to be accessed or used, for any
purpose other than the Purpose or as otherwise contemplated by this Agreement
without the prior written consent of Discloser;
(c) not, and shall cause its Representatives not to, disclose to any other person, the fact
that this Agreement exists or the terms hereof, the fact that Confidential Information
has been disclosed by Discloser, the fact that discussions are taking place between
the Parties with respect to the Purpose or any of the terms, conditions or other facts
relating thereto; and
(d) not use the Confidential Information, or permit it to be accessed or used, in any
manner to Discloser’s detriment, including without limitation, to reverse engineer,
disassemble, decompile or design around Discloser’s proprietary services, products
and/or confidential intellectual property.
3.2 The Confidential Information may be disclosed to the Recipient’s Representatives, in
each case who has a special need to know the Confidential Information in furtherance of
the Purpose, provided that such Representatives shall be legally bound to keep the
Confidential Information confidential and not to use the Confidential Information except
for the Purpose. The Recipient agrees to enforce the terms and provisions of this
Agreement as to any such Representative who receives any Confidential Information
hereunder, and to assume liability for breach of this Agreement by any or all such
persons.

3.3 Compelled Disclosures. Notwithstanding the foregoing or any other provision to the
contrary, the Recipient may disclose the Confidential Information if legally compelled to
do so by any Governmental Authority, provided that, the Recipient shall notify Discloser
as soon as practicable after such disclosure is ordered so that Discloser may seek an
appropriate protective order or other remedy, and reasonably assist Discloser in
protecting the confidentiality of such Confidential Information. The Recipient shall
disclose only that portion of the Confidential Information that it is legally compelled to
disclose.

3.4 Independent Development of Information. The terms of this Agreement shall not be
construed to limit either Party’s right to develop independently or acquire products or
services without use of the other Party’s Confidential Information. The Discloser
acknowledges that the Recipient may currently or in the future be developing information
internally, or receiving information from other parties, that is similar to the Confidential
Information.

4. Notice of Breach

4.1 The Recipient shall notify Discloser immediately upon discovery of any unauthorized
use or disclosure of the Confidential Information or any other breach of this Agreement
by its Representatives and shall take all reasonable measures for recovery or correction
such as collection of the materials which contain the Confidential Information and take
all reasonable steps to prevent further unauthorized use or disclosure of the Confidential
Information or any other breach of this Agreement.

4.2 In the event of the preceding paragraph, the Recipient shall cooperate with Discloser in
every reasonable way to protect Confidential Information of Discloser.

5. Return and Destruction of Confidential Information

Upon the earlier of (i) the completion or termination of the dealings between the Parties
contemplated hereunder; (ii) the termination of this Agreement; or (iii) at such time as
Discloser may so request, the Recipient must return to Discloser any documents or
materials originating from Discloser and disclosed under this Agreement for the Purpose,
including any document or materials containing or embodying Confidential Information
and all notes, summaries, memoranda, drawings, manuals, records, excerpts or derivative
information deriving there from and all other documents or materials (“Notes”) and all
copies of any of the Notes, including copies that have been converted to computerized
media in the form of image, data or word processing files either manually or by image
capture, based on or including any Confidential Information, in whatever form of storage
or retrieval, and undertakes not to keep and copies, notes or records of such information
in any form. With a written consent of Discloser, the Recipient may destroy any of the
foregoing embodying Confidential Information and, upon request, certify in writing such
destruction by an authorized officer of the Recipient supervising the destruction.

6. Term

This Agreement shall commence as of the Effective Date and will continue for a period
of two years thereafter. Notwithstanding anything to the contrary herein, the
confidentiality and non-use obligations under this Agreement shall survive any
expiration or termination of this Agreement for a period of two years from the date of
such expiration or termination, even after the return or destruction of Confidential
Information by the Recipient; provided, however, with respect to any trade secret
information, the confidentiality and non-use obligations under this Agreement will
survive any expiration or termination of this Agreement for so long as such trade secret
information status is maintained.

7. Intellectual Property

The Recipient obtains no proprietary rights of any kind to any Confidential Information
as a result of a disclosure to it under this Agreement. This Agreement does not affect
or purport to effect the assignment, transfer or alteration of the ownership of any
intellectual property rights in the Confidential Information unless specifically provided
hereunder.

8. Miscellaneous

8.1 Specific Performance. The Recipient acknowledge and agree that any breach of its
obligations hereunder may cause irreparable harm to Discloser and that, in addition to
any other remedy available, Discloser is entitled to obtain injunctive relief from a court
of competent jurisdiction to prevent a breach of this Agreement and to compel specific
performance of this Agreement.

8.2 No Agency. This Agreement grants no other rights, or licenses, express or implied to the
Recipient and does not create a joint venture, partnership, agency or employment
relationship between the Parties.

8.3 No Assignment. The Recipient must not assign all or part of its rights or obligations under
this Agreement without the prior written consent of Discloser. Any change in control
of the Recipient or any assignment by the operation of laws shall be deemed an
assignment requiring consent of Discloser. This Agreement shall be binding upon and
inure to the benefit to the successors and permitted assigns of the Parties.

8.4 Entire Agreement. This Agreement constitutes the entire understanding and agreement
between the Parties and supersedes any and all prior or contemporaneous, oral or written,
representations, communications, understandings and agreements between the Parties
with respect to the subject matter hereof to the extent inconsistent with or contradictory
to this Agreement.
8.5 Modifications. This Agreement shall not be modified, amended, canceled or altered in
any way, and may not be modified by custom, usage of trade or course of dealing, except
by an instrument in writing signed by both Parties. All amendments or modifications of
this Agreement shall be binding upon the Parties despite any lack of consideration so
long as the same shall be in writing and executed by the Parties.

8.6 Waiver. The performance of any obligation required of a Party hereunder may be
waived only by a written waiver signed by the other Party, and such waiver shall be
effective only with respect to the specific obligation described. The waiver by either
Party of a breach of any provision of this Agreement by the other Party shall not operate
or be construed as a waiver of any subsequent breach of the same provision or another
provision of this Agreement.

8.7 Severability. If any provision hereof is found invalid, illegal or unenforceable pursuant
to any executive, legislative, judicial or other decree or decision, the remainder of this
Agreement shall remain valid, legal and enforceable according to its terms, and such
invalid, illegal or unenforceable provision shall be replaced with a provision that
approximates the substance and spirit of the invalid, illegal or unenforceable provision
as closely as possible without being invalid, illegal or unenforceable.

8.8 Governing Law. This Agreement and all disputes arising out of or in connection with
this Agreement shall be governed by, interpreted under, and construed and enforceable
in accordance with the laws of Indonesia

8.9 Arbitration. Any disputes arising out of or in connection with this Agreement shall be
finally settled by arbitration in Seoul, Korea in accordance with the International
Arbitration Rules of the Korean Commercial Arbitration Board.

8.10 Notices. All notices, demands, requests, consents or other communications hereunder
shall be in writing and shall be given by personal delivery, by express courier, by
registered or certified mail with return receipt requested, or by fax or e-mail, to the Parties
at the addresses shown below, or to such other address as may be designated by written
notice given by either Party to the other Party. Unless conclusively proved otherwise,
all notices, demands, requests, consents or other communications hereunder shall be
deemed effective upon delivery if personally delivered, [five (5) days] after dispatch if
sent by express courier, [ten (10) days] after dispatch if sent by registered or certified
mail with return receipt requested, or confirmation of the receipt of the facsimile by the
recipient if sent by fax or e-mail.

To Rockwon IT Global, Pte. Ltd.


Address: 160 Robinson road, SBF Center #21-09, Singapore 068914
Telephone: +82)02-6925 7478 / +65) 9828 8994
Facsimile: +82)02-6925 7479
Email: sungkim@rokwonit.com

To
Address:
Telephone:
Facsimile:
Email: [•]

8.11 Counterparts. This Agreement may be executed in counterparts. All executed


counterparts constitute one document. A signed copy of this Agreement delivered by
facsimile, e-mail or other means of electronic transmission shall be deemed to have the
same legal effect as delivery of an original signed copy of this Agreement.

[SIGNATURE PAGE FOLLOWS]

IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be effective as
of the Effective Date.

Rokwon IT Global Pte. Ltd. DPW

By: ____________________ By: ____________________

Name: Name:

Title: Title:

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