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MODIS ITO SRL

Gheorghe Lazar nr 24, SAD 10, etajul 1,


Fructus Plaza Building, Timisoara, Timis
J35/64/2020, RO 4210310

Appendix to the labor contract no. 494 / 28.04.2022

NON-DISCLOSURE AGREEMENT
Modis ITO S.R.L., a limited liability company organized and existing under the laws of Romania, with its legal registered
seat in Timisoara, Timis, 24, GH. Lazar Street, SAD 10, 1st floor, Fructus Plaza Bulding, registration number with the
Trade Registry J35/64/2020, Sole Registration Number RO 4210310, duly represented by TARNOVSCHI STELIANA-
MAGDALENA - Legal Representative, in its „Employer” or „Disclosing Party” or „Discloser”

S.C. Nokia Networks SRL, a company organized under the laws of Romania with its office located at Republicii Street,
no.21, 300081 Timisoara, Romania

in its quality of or „Disclosing Party” or „Discloser”


Type text here
and
Murgulet Laurentiu -Constantin
Name and surname ………………………………………….. residing in Bucuresti,
………………………………………
sector 3 bld Liviu Rebreanu nr 15 bl N3, et. 3 ap 79
personal identification
1950312100146
number …………………………………………………. in his/her quality of „Employee” or „Receiving Party" or “Recipient”

Taking into consideration:


- the agreement between Modis ITO and NOKIA Networks;
- that employees will perform at NOKIA office, having access to confidential information;
In order to facilitate the Parties to fulfill their engagements and in order for the Parties to receive from each other,
either orally or visually or in writing, certain Information of commercial, financial and/or technical nature under the
terms that will protect the confidential and proprietary nature of any such Information,

The Parties, have agreed the following:

1. DEFINITIONS

1.1. "Confidential Information" or „Information” (may be in any form or medium and may be communicated in writing,
verbally, or through visual observation )

shall mean all Information which is directly or indirectly disclosed or made available at any time during the period of
validity of this agreement to the Receiving Party by the Disclosing Party, either by marking it as confidential on the
disclosed Information or in case of verbal disclosure, if the confidentiality is confirmed in writing to the Receiving Party
not later than 30 calendar days after the verbal disclosure.

Complementing the general statement above Confidential Information shall include:


- Information contained in and/or ascertainable from samples, letters, papers, drawings, manuals, cd-rom,
discs, diskettes, computer programs, reports, proposals, financial and legal Information, specifications,
designs, plans, software, data;
- any Information related to the Disclosing Party’s operations, processes, procedures, plans, intentions,
products and services, know-how, intellectual property and intellectual property rights, market
opportunities, customers, prototypes, product design or other technical or business Information;

- any corporate, trade secrets, marketing plans, product plans (including new product and/or technology
plans), business strategies, lists of strategic alliances and partners, financial Information (including
Information concerning financial authorities and banks of relevant Party);

- any Information and all documentation, materials and media which amounts to trade secrets or their
equivalent, and incidental Information and/or goodwill with the Disclosing Party’s customers in any form

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MODIS ITO SRL
Gheorghe Lazar nr 24, SAD 10, etajul 1,
Fructus Plaza Building, Timisoara, Timis
J35/64/2020, RO 4210310

which is not readily ascertainable to persons not connected with the Disclosing Party, either at all or
without considerable expenditure of labour, skill or money;
- any Information from the Employee’s labour contract concerning salary, bonus schemes, benefits or any
other financial Information related to the individual remuneration package of the Employee is treated as
strictly Confidential.

1.2. "Receiving Party" or „Employee” shall mean the Party receiving Confidential Information.

1.3. "Disclosing Party” or „Employer” shall mean the Party disclosing Confidential Information.

2. THE OBJECT OF THE AGREEMENT


2.1. The object of the present Agreement is granting the confidentiality upon all Confidential Information, meaning all
and any Information, received by one Party (the “Recipient”) from the other (the “Discloser”) and designated by the
Discloser as being proprietary in nature, irrespective on whose media or carrier these are stored and of whatever
nature is reproduced, as shown above.

3. VALIDITY TERM
3.1. The Effective Date of this Agreement is the date of the last signature applied by the Parties hereinafter.
3.2. The obligations of the Parties set forth herein with respect to the Confidential Information shall survive
termination of Labour Agreement for a period of five (5) years as from the date of such termination.

4. THE PARTIES’ OBLIGATIONS AND RIGHTS


4.1. The Receiving Party undertakes and agrees in respect of the Disclosing Party's Confidential Information:
a. The Recipient shall not use any of the Discloser's Confidential other than for the purpose of fulfillment of labor
Agreement.
b. The Recipient shall hold the Discloser's Confidential Information in complete confidence and treat it as
proprietary by safeguarding it with the same care that the Recipient applies to its own proprietary or
confidential of such importance but in no events less than the reasonable and useful care;
c. The Recipient shall not disclose, reveal, give access, make public or available or allow access to or otherwise
dispose, directly or indirectly, or in any way whatsoever, such Confidential Information to any third Party and
persons, either organization or individual, who are not authorized and/or supposed to have access to or
knowledge of the Confidential Information;
d. The Recipient shall not copy, reproduce or allow the Confidential Information to arrive to a third Party, except
as may be reasonably necessary for the Purpose of this Agreement. In this case, the copies, the
reproductions shall be the property of the Disclosing Party and shall be protected as confidential in
accordance with the terms of this Agreement;
e. If there is a need to disclose any such Confidential Information to any third Party, the Recipient shall obtain
from the Discloser the prior explicit written consent to that effect and conclude a confidential agreement with
the said third Party in order to protect such Information;
f. Upon the termination of the Relationships, at the request of the Discloser, the Recipient shall, in due time,
return to the Discloser all the Confidential Information and all the documentation, materials and media such
Confidential Information may be enclosed to and any of its copies thereto. The Parties, on agreement, confirm
that the Recipient is entitled to archive any material deemed as confidential according to the provisions of this
Non Disclosure Agreement, under the condition that these materials are kept in strict confidential conditions
as their own. The Recipient shall not disclose the content of any received Information unless agreed by the
Disclosing Party;
g. If the Disclosing Party asks for it, the Recipient will destroy without delay at its own expense at the Disclosing
Party's request all documents and other materials, being in the Receiving Party's possession, custody or
control (including any copies or reproductions thereof) and provide to the Disclosing Party a certificate of
such destruction, signed by a responsible officer.

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MODIS ITO SRL
Gheorghe Lazar nr 24, SAD 10, etajul 1,
Fructus Plaza Building, Timisoara, Timis
J35/64/2020, RO 4210310

4.2. If the Recipient has a reasonable need to disclose the Confidential Information as compelled by legal, judicial or
administrative proceeding, the Recipient shall, within the reasonable period of time, provide the Discloser a written
notification to that effect. Furthermore, the Recipient shall provide to the Discloser every reasonable assistance to
enable the Discloser to seek a protective order or other relief to prevent or limit the disclosure of such
Confidential Information.
4.3. Each Party recognizes and commits itself that in no event shall this Agreement be construed as to transfer
property right subsisting in the Confidential Information of the Discloser to the Recipient. Such Confidential
Information shall only be used with a target of implementation of this Agreement.
4.4. The Parties hereby acknowledge that all Confidential Information shall be owned solely by the Discloser.
Nevertheless, nothing in this Agreement shall constitute any warranty or representation that the Discloser's
Confidential Information does not infringe on or violate the patent, copyright, trademark or other rights of any third
Party.
4.5. The Receiving Party acknowledges and agrees to be recorded on his/her company phone/communications media
and that the records can be used for analysis and quality purposes;

5. EXCEPTIONS TO CONFIDENTAL INFORMATION


The obligations of confidentiality under this Agreement shall not apply to any of the Disclosing Party's Confidential
Information to the extent that it:
5.1.1. is publicly known otherwise than by breach of this Agreement by the Receiving Party, or
5.1.2. has been subsequently received lawfully from a third Party and is without restriction, or
5.1.3. the Receiving Party is required to disclose such Confidential Information by court order or competent judicial,
governmental or other authority, PROVIDED THAT the Receiving Party shall, as soon as reasonably possible
after becoming aware of such required disclosure, notify the Disclosing Party thereof. The Receiving Party
shall be entitled only to furnish that portion of the Disclosing Party's Confidential Information which is
necessary to comply with the relevant order or requirement; or
5.1.4. the Disclosing Party has approved the release of such Confidential Information by written authorisation.
5.2. The burden of proof of the exceptions mentioned in Clause 5.1 hereinabove lies with the Party referring to such
exceptions.

6. LIABILITY OF THE PARTIES:


6.1. The disclosure of any Confidential Information to any third Party not expressly allowed under this Agreement
would place the Disclosing Party in a serious disadvantage and would cause financial and other irreparable
damages to the Disclosing Party’s business, and will therefore entitle the Disclosing Party to obtain injunctive
relief in addition to all legal remedies.
6.2. The Party having suffered any damage arising from the non-observance of the provisions of this Agreement is
entitled to claim, besides the payment according to the above-mentioned point 2, damages – interests amounting
to 10. 000 EURO.

7. LAW AND LITIGATIONS RESOLUTION


This agreement shall be interpreted in accordance with the substantive Laws of Romania.
7.1. Any differences or disputes arising from this agreement or from agreements regarding its performance shall be
settled by an amicable effort on the part of the parties. An attempt to arrive to a settlement shall be deemed to
have failed as soon as one of the Parties so notifies the other Party in writing.
7.2. If the parties do not come to terms, the litigation shall be deferred to the Romanian legal instances from
Bucharest.
7.3. The parties guarantee that the representatives appointed whose signatures are applied hereinafter, have been and
are invested on the date of this contract conclusion, with all the legal power to sign and execute this deed.

This contract has been drawn up and signed this day of …………………………………………….. in 2 (two) original copies, in English,
one for each Party, all of them having the same legal value.

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MODIS ITO SRL
Gheorghe Lazar nr 24, SAD 10, etajul 1,
Fructus Plaza Building, Timisoara, Timis
J35/64/2020, RO 4210310

Employer/ Disclosing Party: Employee/Receiving Party:

MODIS ITO SRL

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