Independent Contractor Non-Disclosure Agreement
FOR GOOD CONSIDERATION, and in consideration of becoming an
independent contractor (contractor) for David M. Cotter (the Developer) as a “beta
tester” or as a programmer for the software program “RoseNet”, the undersigned
contractor hereby agrees and acknowledges:
1. That during the course of my contract there may be disclosed to me certain trade
secrets and software (the Information) of the Developer; said trade secrets
consisting but not necessarily limited to:
(a) Technical information: Methods, processes, formulae, compositions,
systems, techniques, prototypes, drawings, data, trade secrets, intellectual
property, inventions, machines, computer programs and research projects.
(b) Business information: Customer lists, pricing data, sources of supply,
financial data and marketing, production, or merchandising systems or
plans.
2. I agree that I shall not during, or at any time after the termination of my contract
with the Developer, use for myself or others, or disclose or divulge to others
including future employees or contractors, any trade secrets, confidential
information, or any other proprietary data of the Developer in violation of this
agreement.
3. That upon the termination of my contract with the Developer:
(a) I shall return to the Developer all documents and property of the Developer,
including but not necessarily limited to: drawings, blueprints, reports,
manuals, correspondence, customer lists, computer programs, and all other
materials and all copies thereof relating in any way to the Developer’s
business, or in any way obtained by me during the course of contract. I
further agree that I shall not retain copies, notes or abstracts of the
foregoing.
(b) The Developer may notify any future or prospective employer or third party
of the existence of this agreement, and shall be entitled to full injunctive
relief for any breach.
(c) This agreement shall be binding upon me and my personal representatives
and successors in interest, and shall inure to the