保密协议(Confidential Agreement)
协议编号(Ref No.):
服务合同编号(Ref. No. of Service Contract):
甲方:乙方:
Party A: Party B:
地址:地址:
Address: Address:
电话(Tel):电话(Tel):
传真(Fax):传真(Fax):
E-mail:
E-mail:
邮编(Post Code):邮编(Post Code):
Http:// Http://
鉴于乙方为甲方提供翻译服务,双方当事人就乙方在服务期间及服务结束以后保守甲方技术秘密和其他商业秘密的有关事项,商定下列条款并共同遵守:
Whereas:Party B provides translation service for Party A, and with regards to confidentiality of Party A’s technical know-how and other commercially related secrets during and after the service period, both parties have concluded and committed to observe the following terms and conditions.
一.定义
I. Definitions:
1.公司秘密(指关系公司权利和利益,在一定时间内只限一定范围内的人员知悉的事项,包括但不限于专利、著作权、技术秘密和其他商业机密)。
Company secrets (i.e., any matters related to the rights and interests of the Company, which are only known to limited number of persons within a certain period, including but not limited to patents, copyrights, technical know-how and commercial secrets)
2.甲方已经或即将交付给乙方、向乙方披露或乙方知悉的相关信息和资料(包括但不限于上面印有“保密”、“confidential”字样或其它同义的文字)。
Any relevant information and materials that Party A has delivered, disclosed or known or is ready to deliver, disclose or make known to Party B (including but not limited to those stamped with “保密”, “confidential” or other words or characters bearing the equivalent meanings).
3.乙方在为甲方提供服务期间所完成的、与甲方业务相关或主要利用甲方所提供的信息所完成的作品或其他商业秘密信息等成果。
Any works or achievements that have been completed by Party B during the service period, or that are related to Party A’s businesses or that have been completed mainly with the information provided by Party A, and/or other commercial secrets.
4.形式:包括但不限于书面、口头、模型或其他存储于任何硬件上的信息,如光盘、计算机、
便携式硬盘等。
Forms: including but not limited to information that is paper based, orally made, modeled or stored in any other hardware, such as CDs, computers, portable hard drives, etc.
二.乙方充分认知并同意甲方就上述秘密、信息资料及服务成果具有下列利害关系的全部或一部分:
II. Party B has fully understood and agreed that the above mentioned secrets, information and materials as well as service achievements are bearing all or part of the following significance:
1.乙方对第三人具有保密必要或义务。
Party B has the responsibility and obligation to keep the concerned information secret to any third party.
2.具有知识产权的价值或商业利益。
The concerned information is of intellectual property values or of commercial interests.
三.下列情形乙方不负保密责任:
III. Party B shall not be held confidential responsibility for:
1.已公开为众所周知的文件或资料;
Documents or materials that had previously been made public
2.甲方同意公开的;
That Party A has agreed to disclose; or
3.基于法律规定或法院的判决,裁定而披露者。
That has to be disclosed in accordance with laws and regulations or the court decisions.
四.乙方保密职责
IV. Party B’s Confidential Responsibilities
1.乙方同意采取必要合理的措施维护甲方的保密资料或信息。