WTU and Recipient hereby agree as follows:

This confidentiality agreement is entered into as of _______________ (date), by and between WTU, and __________________________________ (recipient organization name), which together with its subsidiaries and affiliates, shall individually and collectively be referred to hereinafter as the "Recipient."

1. WTU created and is the Owner and developer of an idea for a new product (hereinafter referred to as the "System"). By disclosing this information, WTU grants Recipient no license or right, by implication or otherwise, to use this information for any purpose other than the specific business purposes of WTU as found in written agreement(s) to be separately negotiated.

2. Recipient acknowledges that the System and all related documentation, including but not limited to descriptions of the System or its component parts, all product mock-ups, product prototypes, product samples, product technical specifications, product input data, product-related know-how, product-related new and different ideas, product technology, all or any of which may be derived from any of the foregoing (all of which, individually and collectively, shall hereinafter be referred to as the "Proprietary Information") are valuable, confidential, and proprietary to WTU.

3. WTU and Recipient wish to discuss mutually beneficial business arrangements and relationships that in some way concern, or are related to the System. Recipient acknowledges that disclosure of this information constitutes consideration for this agreement because it wishes to pursue the opportunity of business dealings with WTU. Recipient agrees not to use Proprietary Information for its own use or for any other purpose except to evaluate whether it desires to enter into a business relationship with WTU, or as necessary, to carry on such a relationship. Recipient furthermore agrees to manage all of its workers who come into contact with Proprietary Information such that the obligations and duties described in this agreement will be strictly enforced.

4. Recipient agrees to hold the Proprietary Information in strict confidence. Recipient furthermore agrees not to reproduce, transcribe, or disclose the Proprietary Information to third parties without prior written approval of WTU. Recipient also agrees not to make, have made, use, distribute or sell for its own purposes or for any purpose other than on behalf of WTU, any product incorporating Proprietary Information. Recipient furthermore agrees to promptly return all copies, renderings, transformations, and derivatives of such information to WTU at the termination of its discussions or work dealing with the System. Lorem ipsum dolor sit amet, consectetur adipiscing elit. Nam rhoncus, felis interdum condimentum consectetur, nisl libero elementum eros, vehicula congue lacus eros non diam. Cum sociis natoque penatibus et magnis dis parturient montes, nascetur ridiculus mus. Vivamus mauris lorem, lacinia id tempus non, imperdiet et leo. Cras sit amet erat sit amet lacus egestas placerat. Aenean ultricies ultrices mauris ac congue. In vel tortor vel velit tristique tempus ac id nisi. Proin quis lorem velit. Nunc dui dui, blandit a ullamcorper vitae, congue fringilla lectus. Aliquam ultricies malesuada feugiat. Vestibulum placerat turpis et eros lobortis vel semper sapien pulvinar.

5. The obligations imposed by this Agreement shall not apply to any information that is:

Rightfully received from a third party without accompanying use of disclosure restrictions, and can be documented as such.
Independently developed without access to Proprietary Information.
Publicly available through no wrongful act of the Recipient.
Already known to Recipient as evidenced by third-party documentation bearing a date prior to the date of Proprietary Information disclosure.
Approved for release in writing by an authorized representative of WTU.

6. This agreement supersedes and replaces all existing agreements, written or otherwise, entered into between Recipient and WTU dealing with the subject matter discussed herein.

7. Recipient agrees that, in the event of a breach of this non-disclosure agreement, that WTU shall be entitled to an injunction to enforce the terms and conditions of this agreement, and to protect its Proprietary Information. Recipient additionally agrees that this shall not preclude WTU for pursuing further actions or remedies at law or in equity, for any breach or threatened breach of the terms of this agreement, including but not limited to the recovery of damages.

8. If any one or more of the terms of this agreement shall for any reason be held to be invalid, illegal, or unenforceable in any other respect, these problems shall not affect the overall intention of the agreement, nor shall it affect the degree to which the other terms remain binding, nor shall it interfere with the enforcement of or the duty to comply with the other terms found in this agreement. This agreement is governed by the laws of [insert relevant jurisdiction].

9. The terms of this agreement will be in effect for five years from the time that the Recipient receives information from WTU. Each time that WTU provides new confidential information to Recipient, the period when this information must be held confidential will then continue for five years from that time. Termination of the proposed or actual working relationship between Recipient and WTU in no way invalidates the binding nature of this agreement or the period when it remains in effect.

10.The person signing below for Recipient represents that he or she is an authorized representative and/or corporate officer of the Recipient organization.

I understand that my continued employment by or contractual work with WaytoUmrah (WTU) is contingent on my diligent and consistent compliance with information security policies and procedures. I have read a copy of the WTU information security policies document, and I understand my responsibilities as defined in that document. I have been warned and I understand that violation of the rules contained in that document, will be sufficient cause for disciplinary action up and including termination.

I understand that information owned by or entrusted to WTU is valuable and proprietary, and that it needs to be protected. I understand that my access to this information makes me an important part of the team charged with protecting this information. Accordingly, I agree to take all security and privacy precautions, as I have been instructed by WTU, to protect the information to which I have been given access in the course of my work for WTU.

When I cease to work for WTU, no matter what the circumstances, I agree to turn over to WTU all WTU information which is then in my possession or otherwise under my control. I agree that I will not retain copies of or summaries of this information, in any form, for any purpose whatsoever.

I acknowledge that the information I obtain access to in the course of my work for WTU is the property of WTU or another organization that does business with WTU. I promise that I will not use this information for my own purpose, including operating my business, selling the information to other parties, or performing analyses of this information on behalf of other parties. I agree not to disclose this information to third parties without first obtaining the approval of the WTU management.

To support WTU business activities, I agree to do my best to maintain the currency, accuracy, and relevance of information which I have access to in the course of my work. This includes reporting known errors or inconsistencies in the information.

To maintain the security of the information that I have been granted access to, I promise to choose only those fixed passwords which are difficult for other parties to guess (several words strung together, a combination of characters and numbers, a combination of characters and punctuation, etc.). I understand that my fixed password must be known only by myself, and must not be provided to any other person. I additionally agree not to write my password down on anything, or store it in any computer, unless it has been transformed by special process which makes it unrecognizable and unusable by unauthorized parties.

I understand that WTU authorizes me only to access that information which I need to perform my job. I agree that I will not seek to obtain access to WTU information beyond that which has been expressly granted to me through a formal request process. I additionally agree not to use WTU information systems to launch attack on any other computers, whether they are inside WTU network or outside this network. In this same vain, I agree not to use software which discovers passwords, use brute force routines to decrypt encrypted files, or in any other way seek access to information which has not been expressly granted to me. I additionally agree not to download software from the internet or dial-up bulletin-boards which has not been properly licensed and paid for, unless it is authorized demo copy. I furthermore agree that I will not perform any activity which might be expected to lead to damage to WTU information or information systems (writing computer viruses, overloading systems via network games etc.). I furthermore agree not to use electronic mail or any other system resources to intimidate or harass other people.

I promise to immediately report all violations or suspected violations of information security policies to the MGR Information Security.