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Confidentiality Agreement Page 1 of 4 This Confidentiality Agreement hereinafter referred to as the Agreement is made and effective the day of 200 by and between hereinafter referred to as the Owner and hereinafter referred to as the Recipient 1 Confidential Information Owner proposes to disclose certain of its confidential and proprietary information the Confidential Information to Recipient Confidential Information shall include all data materials products technology computer programs specifications manuals business plans software marketing plans business plans financial information and other information disclosed or submitted orally in writing or by any other media to Recipient by Owner Confidential Information disclosed orally shall be identified as such within five 5 days of disclosure Nothing herein shall require Owner to disclose any of its information 2 Recipients Obligations A Recipient agrees that the Confidential Information is to be considered confidential and proprietary to Owner and Recipient shall hold the same in confidence shall not use the Confidential Information other than for the purposes of its business with Owner and shall disclose it only to its officers directors or employees with a specific need to know Recipient will not disclose publish or otherwise reveal any of the Confidential Information received from Owner to any other party whatsoever except with the specific prior written authorization of Owner B Confidential Information furnished in tangible form shall not be duplicated by Recipient except for purposes of this Agreement Upon the request of Owner Recipient shall return all Confidential Information received in written or tangible form including copies or reproductions or other media containing such Confidential Information within ten 10 days of such request At Recipients option any documents or other media developed by the Recipient containing Confidential Information may be destroyed by Recipient Recipient shall provide a written certificate to Owner regarding destruction within ten 10 days thereafter 3 Term The obligations of Recipient herein shall be effective NonDisclosure Period from the date Owner last discloses any Confidential Information to Recipient pursuant to this Agreement Further the obligation not to disclose shall not be affected by bankruptcy receivership assignment attachment or seizure procedures whether initiated by or Indie Artists Alliance Contracts and Agreements CONFIDENTIALITY AGREEMENT