Angell Productions
Confidentiality Code

1. Definitions:
Parties
"Disclosing Party":- the party disclosing the Confidential Information to the other.
"Recipient Party":- the party receiving Confidential Information from the other.

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2. Undertakings of the Recipient:
In consideration of the Disclosing Party disclosing Confidential Information to the Recipient Party, the Recipient Party undertakes to:
2.1 keep Confidential Information that it may acquire during dealings that it may acquire during dealings between the two parties;
2.2 permit access to all Confidential Information only to such of its agents or employees as have a strict need to know such Confidential Information and inform each of them of the confidential nature of the Confidential Information and of the Recipient's obligation under this Code;
2.3 make copies of the Confidential Information only to such of its agents or employees as have strict need to know;
2.4 keep the existence, nature, and content of this Code confidential;
2.5 on request of the Disclosing Party, made at any time, deliver to the Disclosing Party or destroy all documents and other material in the possession, custody or control of the Recipient that bear or incorporate any part of the Confidential Information;

3. Exceptions
The Recipient Party shall not be bound by the provisions contained in Clause 2 above if such Confidential Information:
3.1 was already in the lawful possession of the Recipient Party and at its free disposal before the disclosure by the Disclosing Party to the Recipient Party;
3.2 is lawfully disclosed to the Recipient Party without any obligations of confidence by a third party; 3.3 is or becomes generally available to the public in printed publications in general circulation through no act or default on the part of the Recipient Party or its agents or employees;
3.4 is replicated by development independently carried out by or for it by an employee or other person without access to or knowledge of the Confidential Information;
3.5 is required to be disclosed by a government or regulatory body or court of comparable and competent jurisdiction;
3.6 is generally made available to third parties by the Disclosing Party without restriction on disclosure.

4. Scope:
Neither this Code, nor the disclosure or receipt of Confidential Information shall constitute or imply any promise or intention or commitment by either party or their respective affiliated companies, organizations or other to:
a) procure any product or service; or,
b) make any commitment with respect to the present or future marketing of any product or service; or,
c) enter into a contract with the other party; or,
d) grant a license of any intellectual property right;
e) make any representation, warranty, assurance, guarantee, or inducement of any kind.

5. Law and Jurisdiction
This Code shall be governed by and construed in all respects in accordance with the Laws of Australia, and each party submits to the exclusive jurisdiction of the Australian Courts. Neither party has any obligation to disclose Confidential Information to the other.

Either party may, at any time:
(A) cease giving Confidential Information to the other party without any liability, and/or
(B) request in writing return of Confidential Information previously disclosed.

Either party may terminate this arrangement at any time without cause upon written notice, by recorded mail, to the other party. However all obligations of confidentiality will survive termination of this arrangement. In the event that this arrangement is terminated, and the Disclosing Party so requests in writing, by recorded mail, the Recipient Party will promptly return or destroy (and certify destruction of) all Confidential Information which it received from the Disclosing Party along with all copies which it made.

6. Survival
This arrangement shall survive and continue and shall not merge with any subsequent agreement between the parties.

Declared for and on behalf of the Recipient Party (Angell Productions Pty Limited, of 130 Brooklyn Road, Brooklyn, in the State of New South Wales) by B.M. Angell, its Managing Director.
Dated 1st January 2000 and effective as at the current date.
Please note that this is declaration of a Code of Practice for the information of prospective clients and does not constitute a legal or binding Contract. It is subject to periodic revision. Angell Productions Pty Limited is always willing to sign a properly drawn up Confidentiality Agreement worded according to the above Code.

Angell Productions Pty Limited                                            Click the Back Arrow to return to where you were.
130 Brooklyn Road
Brooklyn . NSW  2083
Phone: 02 9985 7207 . Fax:  02 9985 7175
E-mail
ABN 65-065-605-192
Registered for GST

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