Your letter Head or name below this line
Gentlemen:
We are intending to make certain confidential disclosures to you regarding our intent to develop and exploit certain products for ________________ (Enter your company or your name).
We intend to make these disclosures to you in order for you to join with us in evaluating, conferring, discussing and negotiating the possible use of certain products, services, and know-how with respect to such applications.
We acknowledge that it may be necessary for you to disclose certain technical, proprietary, confidential information and know-how in order to participate in the discussions.
We would expect that each of us would acknowledge our mutual interest in exploring these efforts and would intend to hold the information confidential and restrict disclosure to those persons only who have need to know for the purposes described.
In order to encourage good-faith disclosure for adequate evaluation, each of us agrees the following provisions should apply:
Each will disclose to the other such information as the other party may need to fairly and adequately evaluate commercial significance;
Each party will thereafter not wrongfully appropriate, but hold such disclosures in confidence for a reasonable period of time and will not use the other party's technical information or materials, marketing plans or exploitation techniques except for the purpose of evaluation of its own interest in the project. Such restrictions would not apply to any information which is in the public domain, which after disclosure, becomes part of the public domain by a publication or otherwise, legitimately exposed; or which either party may have already known at the time of disclosure and was not acquired for the first time directly or indirectly for the other party;
In the event that either of us determines that the project has no commercial interest to such party, the party making such determination shall promptly inform the other and shall immediately return all disclosed materials and shall receive all such materials from the other party.
If you are willing to enter into discussions with us regarding this project, please sign and return one copy to us as indicated below.
Sincerly,
____________________ (Your Name)
The undersigned accepts and agrees to the above relationship.
| ______________________ | ______________________ |
Dated:____________________ |
Dated:____________________ |