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NON-DISLOSURE AGREEMENT
This Agreement on Non-Disclosure of Confidential Information (hereinafter referred to as the "Agreement") is concluded between BMB EXPERT PLUS LLC, represented by Director Latipov Muhammad Olimovich on the one hand, and RESPUBLIKA TADBIRKORLIKNI QO'LLAB-QUVVATLASH MARKAZI LLC, represented by Director Bokijonov A., acting on the basis of the Charter, for the purposes of this Agreement, the Companies are jointly referred to as the "Parties", and individually as the "Party". Depending on the context, the phrases "Disclosing Party" or "Receiving Party" may refer to either BMB EXPERT PLUS LLC or RESPUBLIKA TADBIRKORLIKNI QO'LLAB-QUVVATLASH MARKAZI LLC. NOW THEREFORE, THE PARTIES, WISHING TO DETERMINE FOR THEMSELVES THE OBLIGATIONS TO NON-DISCLOSE CONFIDENTIAL INFORMATION, HAVE AGREED AS FOLLOWS:
1. Whereas each Party has agreed to transfer to the other Party certain Confidential Information (as defined in paragraph 3 of this Agreement), and to maintain confidentiality with respect to Confidential Information received and disclosed in connection with the project of BMB EXPERT PLUS LLC (hereinafter referred to as the “Project”);
The Parties hereby agree that under this Agreement the Receiving Party undertakes the following obligations:
— To take reasonably sufficient measures to protect the Confidential Information received under this Agreement, to ensure its protection in accordance with the requirements defined by the Law "On Commercial Secrets" Adopted on June 18, 2014 Approved by the Senate on August 28, 2014. In this case, the Receiving Party undertakes to implement measures to protect the Confidential Information received, in a volume no less than that implemented by the Receiving Party to protect its own Confidential Information.
— Not to use the Confidential Information received from the Disclosing Party (or any part thereof) in their own interests other than in connection with the Project, without the prior written consent of the Disclosing Party.
— Not to disclose the Confidential Information to third parties in whole or in part, without the prior written consent of the Disclosing Party, including in the event of reorganization or liquidation of the Receiving Party.
— Not to copy, compile, translate or otherwise document Confidential Information, or create any information resources (as defined in the Law of the Republic of Uzbekistan "On Information" dated December 11, 2003, except in connection with the Project.
For the purposes of this Agreement, reasonably sufficient measures to protect Confidential Information shall mean measures that exclude access to Confidential Information by third parties without the consent of the Disclosing Party, and also ensure the possibility of using and transferring Confidential Information without violating the confidentiality regime.
The Disclosing Party has the right to demand, and the Receiving Party is obliged, upon request of the Disclosing Party, to provide information on the status of the Confidential Information protection regime established by the Receiving Party.
For the purposes of this Agreement, disclosure of Confidential Information shall mean any action or inaction of the Receiving Party as a result of which Confidential Information in any possible form (oral, written, electronic, other form, including using technical means) becomes known to third parties, without the consent of the Disclosing Party.
For the purposes of this Agreement, third parties do not include: members of the board of directors and executive bodies of the Receiving Party, as well as employees of the Receiving Party,
who receive Confidential Information within the scope of their official competence in order to perform their job duties (hereinafter referred to as the "Representatives"). The Receiving Party undertakes to inform its Representatives who receive access to Confidential Information about the existence of this Agreement, and to ensure that they comply with the terms of confidentiality and non-disclosure of Confidential Information. In the event that Representatives of the Receiving Party disclose Confidential Information to third parties, the Receiving Party shall be liable for their actions.
Confidential information may be disclosed to the Parties' customers and contractors to the extent necessary to fulfill obligations under civil contracts concluded with the relevant customers and contractors, provided that the said persons undertake to keep secret the Confidential information known to them.
In accordance with the terms of this Agreement, the Receiving Party undertakes to promptly notify the Disclosing Party of any disclosure or threat of disclosure, illegal receipt or illegal use of Confidential Information committed by the Receiving Party, its Representatives, or made known to the Receiving Party.
2. The Parties hereby agree that Confidential Information is transferred, accepted and used only by the Representatives, as well as by customers and contractors, to the extent necessary to fulfill obligations under civil contracts concluded with the relevant customers and contractors.
In this case, information is classified as confidential by the General Director of the Disclosing Party by placing the stamp “Confidential” or “Commercial Secret” on the tangible medium and in the content of the electronic document, as well as in the cover letter to this information, indicating the owner of this information, its full name and location.
3. The term "Confidential Information" used in this Agreement shall mean any scientific, technical, technological, production, legal, financial, economic or other information, including that constituting trade secrets (know-how) (including documents containing or otherwise reflecting information about the Disclosing Party, its founders, shareholders, branches, representative offices, subsidiaries and affiliates; information about the clients and counterparties of the Disclosing Party; as well as correspondence between the Parties, and other information containing the appropriate stamp or inscription on confidentiality in printed or electronic form), which has actual or potential commercial value due to its being unknown to third parties, to which there is no free access on a legal basis, and in respect of which the Disclosing Party has introduced a commercial secret regime. 4. Notwithstanding the provisions of paragraph 3 of this Agreement, the following information will not be considered Confidential Information for the purposes of this Agreement:
a) information that is or becomes publicly available but not as a result of a breach of this Agreement by the Receiving Party;
b) information that becomes known to the Receiving Party as a result of its own research, systematic observations or other activities carried out without the use of Confidential Information received from the Disclosing Party;
c) information that was in the possession of the Receiving Party prior to its transfer by the Disclosing Party under the terms of this Agreement, provided that the Receiving Party has reasonable grounds to believe that no obligations to protect Confidential Information were violated in doing so;
d) is approved for disclosure in writing by the Disclosing Party;
d) information that cannot constitute a commercial secret in accordance with the legislation of the Republic of Uzbekistan.
5. At the request of the Disclosing Party that transferred the Confidential Information, all originals and copies of the Confidential Information shall be immediately returned by the Receiving Party. Any Confidential Information not requested in the above manner shall be stored by the Receiving Party in compliance with the requirements of this Agreement, or destroyed by agreement of the Disclosing Party. To avoid misinterpretation, the Parties hereby agree that the return or destruction by the Receiving Party of documented Confidential Information shall not release the Receiving Party from fulfilling its obligations in connection with this Agreement.
6. If the Receiving Party or its Representatives are required by law to disclose any Confidential Information to the state authorities of the Republic of Uzbekistan or state authorities of the subjects of the Republic of Uzbekistan, or state authorities of foreign states, as well as other bodies authorized by law to demand disclosure of Confidential Information, the Receiving Party shall immediately notify the Disclosing Party of this fact in writing. In this case, in the event of proper notification of the Disclosing Party, the Receiving Party disclosing Confidential Information in accordance with this paragraph shall not be considered to have violated its obligation to maintain confidentiality of Confidential Information. In the event of such disclosure, the Receiving Party undertakes to do everything in its power to ensure the confidentiality of the disclosed Confidential Information. 7. All Confidential Information, which is documented information or information in information systems, as defined in the Law “On Information” dated December 11, 2003, transferred to the Receiving Party is the property of the Disclosing Party.
8. To avoid misinterpretation, nothing in this Agreement shall constitute an obligation or warranty by the Disclosing Party as to the accuracy, correctness or completeness of the information included in the Confidential Information. The Disclosing Party shall not be liable for the results of the use of the Confidential Information by the Receiving Party or other persons to whom it may be transferred in accordance with the terms of this Agreement.
9. This Agreement is concluded for a period of three years from the date of its signing by authorized representatives of the Parties, unless otherwise expressly established by the Parties in further agreements in connection with the Project. The Agreement may be extended by agreement of the Parties.
10. This Agreement shall be governed by and shall be executed and interpreted in accordance with the current legislation of the Republic of Uzbekistan.
11. This Agreement constitutes the entire agreement between the Parties with respect to the provisions set forth herein and supersedes any prior and preliminary, both written and oral, agreements and understandings.
12. This Agreement and any of its provisions may be amended, supplemented or terminated by written agreement of the Parties. All amendments, additions, changes and appendices to this Agreement are valid and constitute an integral part of this Agreement if they are made in writing and signed by authorized representatives of the Parties.
13. In the event of a breach by the Receiving Party of its obligations under this Agreement, the Disclosing Party shall have the right to demand from the Receiving Party compensation for losses incurred in connection with such breach in full.
14. This Agreement does not imply the transfer or assignment to the Receiving Party of any copyrights, patents, registered models, unregistered models, trademarks and service marks, or any other rights of the Disclosing Party to the results of intellectual activity that may be contained or reproduced in the Confidential Information. Both the Receiving Party and any other persons on its behalf undertake not to apply for registration of a trademark and/or service mark, patent, or model, as well as other rights to the results of intellectual activity with respect to the Confidential Information or any part thereof.
15. The Parties hereby undertake not to assign or transfer in any other way their rights and obligations arising from this Agreement without the prior written consent of the other Party.
16. To avoid misinterpretation, none of the provisions of this Agreement constitutes an obligation of the Disclosing Party to disclose any Confidential Information, or an obligation to enter into any transactions, including, but not limited to, transactions related to the Project.
17. If any provision of this Agreement is found to be invalid, such invalidity will not extend to the validity of the remaining provisions of this Agreement, or to the entire Agreement.
18. Disputes arising in connection with or following from this Agreement shall be resolved through negotiations. If agreement is not reached through negotiations within 30 (thirty) days from the date of disputes, such disputes shall be resolved in the courts of the Republic of Uzbekistan in accordance with the procedural legislation of the Republic of Uzbekistan.
19. The Parties allow the use of a facsimile (facsimile reproduction of a signature) when concluding this Agreement. In this case, the Parties recognize the equal legal force of a handwritten signature and a facsimile signature of an authorized person.
20. IN WITNESS OF THE FOREGOING, the Parties have signed this Agreement in 2 (two) copies having equal legal force, one for each of the Parties, at the place and on the date specified above.
OOO "BMB EXPERT PLUS"
Legal Address: Almazar district, st. Beruni house 35A.
Account: 2020 8000 9053 7977 100
Bank: "IPOTEKA-BANK" JSCIB Chilanzar branch of Tashkent
INN: 308 417 257________________
MFO: 00997____________________
OKED: 69201____________________
Tel. +998916489006
LLC "RESPUBLIKA TADBIRKORLIKNI QO’LLAB-QUVVATLASH MARKAZI"
Legal Address: Tashkent, Yashnabad district, Makhtumkuli street
Account: 20208000400423158001
Bank: TGRF JSCB UZPSB
INN: 303 078 564________________
MFO: 00424____________________
OKED:_________________________
Tel.
Director: Latipov M.O.
Director: Bokizhanov A.
1. Whereas each Party has agreed to transfer to the other Party certain Confidential Information (as defined in paragraph 3 of this Agreement), and to maintain confidentiality with respect to Confidential Information received and disclosed in connection with the project of BMB EXPERT PLUS LLC (hereinafter referred to as the “Project”);
The Parties hereby agree that under this Agreement the Receiving Party undertakes the following obligations:
— To take reasonably sufficient measures to protect the Confidential Information received under this Agreement, to ensure its protection in accordance with the requirements defined by the Law "On Commercial Secrets" Adopted on June 18, 2014 Approved by the Senate on August 28, 2014. In this case, the Receiving Party undertakes to implement measures to protect the Confidential Information received, in a volume no less than that implemented by the Receiving Party to protect its own Confidential Information.
— Not to use the Confidential Information received from the Disclosing Party (or any part thereof) in their own interests other than in connection with the Project, without the prior written consent of the Disclosing Party.
— Not to disclose the Confidential Information to third parties in whole or in part, without the prior written consent of the Disclosing Party, including in the event of reorganization or liquidation of the Receiving Party.
— Not to copy, compile, translate or otherwise document Confidential Information, or create any information resources (as defined in the Law of the Republic of Uzbekistan "On Information" dated December 11, 2003, except in connection with the Project.
For the purposes of this Agreement, reasonably sufficient measures to protect Confidential Information shall mean measures that exclude access to Confidential Information by third parties without the consent of the Disclosing Party, and also ensure the possibility of using and transferring Confidential Information without violating the confidentiality regime.
The Disclosing Party has the right to demand, and the Receiving Party is obliged, upon request of the Disclosing Party, to provide information on the status of the Confidential Information protection regime established by the Receiving Party.
For the purposes of this Agreement, disclosure of Confidential Information shall mean any action or inaction of the Receiving Party as a result of which Confidential Information in any possible form (oral, written, electronic, other form, including using technical means) becomes known to third parties, without the consent of the Disclosing Party.
For the purposes of this Agreement, third parties do not include: members of the board of directors and executive bodies of the Receiving Party, as well as employees of the Receiving Party,
who receive Confidential Information within the scope of their official competence in order to perform their job duties (hereinafter referred to as the "Representatives"). The Receiving Party undertakes to inform its Representatives who receive access to Confidential Information about the existence of this Agreement, and to ensure that they comply with the terms of confidentiality and non-disclosure of Confidential Information. In the event that Representatives of the Receiving Party disclose Confidential Information to third parties, the Receiving Party shall be liable for their actions.
Confidential information may be disclosed to the Parties' customers and contractors to the extent necessary to fulfill obligations under civil contracts concluded with the relevant customers and contractors, provided that the said persons undertake to keep secret the Confidential information known to them.
In accordance with the terms of this Agreement, the Receiving Party undertakes to promptly notify the Disclosing Party of any disclosure or threat of disclosure, illegal receipt or illegal use of Confidential Information committed by the Receiving Party, its Representatives, or made known to the Receiving Party.
2. The Parties hereby agree that Confidential Information is transferred, accepted and used only by the Representatives, as well as by customers and contractors, to the extent necessary to fulfill obligations under civil contracts concluded with the relevant customers and contractors.
In this case, information is classified as confidential by the General Director of the Disclosing Party by placing the stamp “Confidential” or “Commercial Secret” on the tangible medium and in the content of the electronic document, as well as in the cover letter to this information, indicating the owner of this information, its full name and location.
3. The term "Confidential Information" used in this Agreement shall mean any scientific, technical, technological, production, legal, financial, economic or other information, including that constituting trade secrets (know-how) (including documents containing or otherwise reflecting information about the Disclosing Party, its founders, shareholders, branches, representative offices, subsidiaries and affiliates; information about the clients and counterparties of the Disclosing Party; as well as correspondence between the Parties, and other information containing the appropriate stamp or inscription on confidentiality in printed or electronic form), which has actual or potential commercial value due to its being unknown to third parties, to which there is no free access on a legal basis, and in respect of which the Disclosing Party has introduced a commercial secret regime. 4. Notwithstanding the provisions of paragraph 3 of this Agreement, the following information will not be considered Confidential Information for the purposes of this Agreement:
a) information that is or becomes publicly available but not as a result of a breach of this Agreement by the Receiving Party;
b) information that becomes known to the Receiving Party as a result of its own research, systematic observations or other activities carried out without the use of Confidential Information received from the Disclosing Party;
c) information that was in the possession of the Receiving Party prior to its transfer by the Disclosing Party under the terms of this Agreement, provided that the Receiving Party has reasonable grounds to believe that no obligations to protect Confidential Information were violated in doing so;
d) is approved for disclosure in writing by the Disclosing Party;
d) information that cannot constitute a commercial secret in accordance with the legislation of the Republic of Uzbekistan.
5. At the request of the Disclosing Party that transferred the Confidential Information, all originals and copies of the Confidential Information shall be immediately returned by the Receiving Party. Any Confidential Information not requested in the above manner shall be stored by the Receiving Party in compliance with the requirements of this Agreement, or destroyed by agreement of the Disclosing Party. To avoid misinterpretation, the Parties hereby agree that the return or destruction by the Receiving Party of documented Confidential Information shall not release the Receiving Party from fulfilling its obligations in connection with this Agreement.
6. If the Receiving Party or its Representatives are required by law to disclose any Confidential Information to the state authorities of the Republic of Uzbekistan or state authorities of the subjects of the Republic of Uzbekistan, or state authorities of foreign states, as well as other bodies authorized by law to demand disclosure of Confidential Information, the Receiving Party shall immediately notify the Disclosing Party of this fact in writing. In this case, in the event of proper notification of the Disclosing Party, the Receiving Party disclosing Confidential Information in accordance with this paragraph shall not be considered to have violated its obligation to maintain confidentiality of Confidential Information. In the event of such disclosure, the Receiving Party undertakes to do everything in its power to ensure the confidentiality of the disclosed Confidential Information. 7. All Confidential Information, which is documented information or information in information systems, as defined in the Law “On Information” dated December 11, 2003, transferred to the Receiving Party is the property of the Disclosing Party.
8. To avoid misinterpretation, nothing in this Agreement shall constitute an obligation or warranty by the Disclosing Party as to the accuracy, correctness or completeness of the information included in the Confidential Information. The Disclosing Party shall not be liable for the results of the use of the Confidential Information by the Receiving Party or other persons to whom it may be transferred in accordance with the terms of this Agreement.
9. This Agreement is concluded for a period of three years from the date of its signing by authorized representatives of the Parties, unless otherwise expressly established by the Parties in further agreements in connection with the Project. The Agreement may be extended by agreement of the Parties.
10. This Agreement shall be governed by and shall be executed and interpreted in accordance with the current legislation of the Republic of Uzbekistan.
11. This Agreement constitutes the entire agreement between the Parties with respect to the provisions set forth herein and supersedes any prior and preliminary, both written and oral, agreements and understandings.
12. This Agreement and any of its provisions may be amended, supplemented or terminated by written agreement of the Parties. All amendments, additions, changes and appendices to this Agreement are valid and constitute an integral part of this Agreement if they are made in writing and signed by authorized representatives of the Parties.
13. In the event of a breach by the Receiving Party of its obligations under this Agreement, the Disclosing Party shall have the right to demand from the Receiving Party compensation for losses incurred in connection with such breach in full.
14. This Agreement does not imply the transfer or assignment to the Receiving Party of any copyrights, patents, registered models, unregistered models, trademarks and service marks, or any other rights of the Disclosing Party to the results of intellectual activity that may be contained or reproduced in the Confidential Information. Both the Receiving Party and any other persons on its behalf undertake not to apply for registration of a trademark and/or service mark, patent, or model, as well as other rights to the results of intellectual activity with respect to the Confidential Information or any part thereof.
15. The Parties hereby undertake not to assign or transfer in any other way their rights and obligations arising from this Agreement without the prior written consent of the other Party.
16. To avoid misinterpretation, none of the provisions of this Agreement constitutes an obligation of the Disclosing Party to disclose any Confidential Information, or an obligation to enter into any transactions, including, but not limited to, transactions related to the Project.
17. If any provision of this Agreement is found to be invalid, such invalidity will not extend to the validity of the remaining provisions of this Agreement, or to the entire Agreement.
18. Disputes arising in connection with or following from this Agreement shall be resolved through negotiations. If agreement is not reached through negotiations within 30 (thirty) days from the date of disputes, such disputes shall be resolved in the courts of the Republic of Uzbekistan in accordance with the procedural legislation of the Republic of Uzbekistan.
19. The Parties allow the use of a facsimile (facsimile reproduction of a signature) when concluding this Agreement. In this case, the Parties recognize the equal legal force of a handwritten signature and a facsimile signature of an authorized person.
20. IN WITNESS OF THE FOREGOING, the Parties have signed this Agreement in 2 (two) copies having equal legal force, one for each of the Parties, at the place and on the date specified above.
OOO "BMB EXPERT PLUS"
Legal Address: Almazar district, st. Beruni house 35A.
Account: 2020 8000 9053 7977 100
Bank: "IPOTEKA-BANK" JSCIB Chilanzar branch of Tashkent
INN: 308 417 257________________
MFO: 00997____________________
OKED: 69201____________________
Tel. +998916489006
LLC "RESPUBLIKA TADBIRKORLIKNI QO’LLAB-QUVVATLASH MARKAZI"
Legal Address: Tashkent, Yashnabad district, Makhtumkuli street
Account: 20208000400423158001
Bank: TGRF JSCB UZPSB
INN: 303 078 564________________
MFO: 00424____________________
OKED:_________________________
Tel.
Director: Latipov M.O.
Director: Bokizhanov A.
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Contacts
Address: Tashkent, Shaykhontokhur district, Karatasha street, 22.
Mail: profexaudit@gmail.com
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