NON-DISCLOSURE AGREEMENT
Pursuant to my obligations under the applicable laws and regulations as sales broker of [BELLE CORPORATION / HIGHLANDS PRIME INC AND COSTA DEL HAMILO INC.] (Hereinafter referred to as the “Company”), I hereby voluntarily and unconditionally agree to execute this Non-Disclosure Agreement (“Agreement”) and comply with the following terms and conditions:
1. That in connection with or during the course of my engagement with the Company, there may be disclosed to or accessed or obtained by me, or I may have access to, certain trade secrets of the Company and other confidential information (hereinafter collectively referred to as “Confidential Information”), including but not limited to:
- Technical information, which refers to methods, processes, formulae, compositions, inventions, machines, computer programs and research projects.
- Business information, which refers to customer lists; pricing data sources of supply; marketing, production, or merchandising systems or plans; and all information or material that has or could have commercial value or other utility in the business of the Company.
- Personal Information, which refers to any information, whether recorded in a material form or not, from which the identity of an individual (“Data Subject”), including but not limited to the Company’s applicants, employees, officers, directors, consultants, clients, customers, suppliers, service providers and partners, is apparent or can be reasonably and directly ascertained, or when put together with other information would directly and certainly identify such individual.
This includes but is not limited to such individual’s name, race, ethnic origin, age, place and date of birth, citizenship, residence or office address, contact info (phone and/or email address), marital status, name of spouse and/or child/children/dependents, if any, name of parents, physical attributes or identifying marks, occupation, religious, philosophical or political affiliations, education, health, previous or current health records, criminal background or any proceeding for any offense or court sentences, social security numbers, Phil Health number and details, Pag-Ibig number and details, Tax Identification No. and details, tax returns, licenses or its denials, suspension or revocation, or any similar information or data protected under the Republic Act No. 10173, otherwise known as the Data Privacy Act (“DPA”), and applicable laws and regulations, including but not limited to Personal Information, Sensitive Personal Information and Privileged Information as defined under the DPA.
2. That I shall not during, or at any time after the end of my engagement with the Company, use, copy or process for myself or for others, or disclose or divulge to others, any Confidential Information. I shall operate, hold and maintain Confidential Information under strict confidentiality during, or at any time after the end of my engagement with the Company. That I shall strictly comply with any and all applicable laws and rules, including but not limited to the DPA, as well as any policy, measures, rules and regulations of the Company implementing such applicable laws and rules. I understand and agree that the Company shall have no liability for any of my acts or omissions which may be in violation of such applicable laws and rules as well as the company rules.
3. That upon the end of my engagement with the Company, or upon request by the Company, I shall immediately return to the Company all documents containing confidential Information and all documents relating to the Company or any Data Subjects (hereinafter collectively referred to as “Confidential Documents”), including but not necessarily limited to: drawings, blueprints, reports, manuals, correspondence, customer lists, computer programs, and all other materials and all hard, soft, manual, paper and electronic copies of such Confidential Documents or any and all documents or materials relating in any way to the Company's business or to a Data Subject, or any documents or materials in any way disclosed to, or obtained or accessed by, me during the course of my employment or contractual relationship with the Company. I further agree that I shall not keep or retain any copies of the foregoing, whether hard, soft, manual, paper or electronic copies.
4. This Agreement shall be binding upon me and my personal representatives and successors in interest, and shall inure to the benefit of the Company, its successors and assigns.
5. In the event of any breach of this Agreement or my failure to comply with any and all provisions contained in this Agreement, the company rules, and the applicable laws and rules, the Company shall have full rights to injunctive relief, in addition to any other existing rights, without requirement of posting bond.
6. I shall indemnify the Company against all penalties, fines, damages and loss, including attorney’s fees, howsoever incurred or sustained by or imposed on the Company, as a consequence of or arising from my breach of or my failure to comply with any and all of the provisions contained in this Agreement, the company rules and the applicable laws and rules.
7. Any delay, forbearance or neglect on the part of the Company to enforce any or all of the provisions of this Agreement and any or all rights in respect thereto shall not be construed as a waiver of such provisions and rights, and shall not preclude the Company from exercising the same or any other right under this Agreement.
8. If any provision contained in this Agreement shall be held invalid, illegal or unenforceable in any respect by a court of competent jurisdiction, the unenforceability of any provision to this Agreement shall not impair or affect the validity, legality and enforceability of any other provision.