NONDISCLOSURE AGREEMENT AND USE LICENSE PLEASE READ THIS ENTIRE DOCUMENT. THIS FORM MUST BE COMPLETED, SIGNED AND FAXED TO
818-743-7792 or MAILED TO: 5737 Kanan Road #158 * Agoura Hills, CA 91301 BEFORE THE FORMULA WILL BE RELEASED TO YOU. ONCE YOU HAVE COMPLETED THIS PROCESS YOU WILL BE LICENSED TO PRODUCE AND SELL THE PRESSED EFFECTS LINE OF COSMETICS AND TO USE THE NAME AS OUTLINED BELOW. In connection with the outlined proposed business relationship between THE CONSERVATORIE, INC
("Company") and
___________________________________________ (�the second party�). THE
CONSERVATORIE is willing to disclose proprietary information in regards to the
formulation of the line of cosmetics referred to as Pressed Effects to the
second party contingent upon the fulfillment of the following terms. All
formulations, rights and privileges of the Pressed Effects Cosmetics line are
the sole property of THE CONSERVATORIE. In consideration of any disclosure and
any negotiations concerning the proposed business relationship, you agree as
follows: 1. You will hold in confidence and not disclose any proprietary
information with the exception of proper documentation of the finished product
(ingredient list only). You agree that you will not reverse engineer or
attempt to derive the formulation of the proprietary ingredients associated
with the Pressed Effects Cosmetics formulations. 2. If you decide not to
proceed with the proposed business relationship or if asked by Company, you
will promptly return or destroy all Proprietary Information, including all
copies of said formulations. All notes pertaining to your physical formulation
of specific batches remain the property of the second party for the purpose of
documentation of sold, finished products. 3. You will promptly notify THE
CONSERVATORIE of any unauthorized release of proprietary information,
including the location (person, company, and place) of said information. 4.
You understand and agree that this statement does not obligate THE
CONSERVATORIE to disclose any information or negotiate or enter into any
agreement or relationship above and beyond that which is outlined in this
agreement. 5. You acknowledge and agree that due to the unique nature of the
proprietary information, any breach of this agreement would cause irreparable
harm to THE CONSERVATORIE for which damages are not an adequate remedy and that Company shall therefore be entitled to equitable relief in addition to all other remedies available at law. 6. This agreement grants
_________________________________ (the second party) legal license to produce and sell the Pressed Effects Cosmetics line, as well as use of the name Pressed Effects for the period of 24 months; at this time you will need to sign a new agreement which will extend your license for an additional period of time which will be determined at that time. If your license has expired you are no longer eligible to produce and/or sell the Pressed Effects Cosmetics line or to use the name. 7. This Agreement is governed by the internal laws of the State of Missouri and may be modified or waived only in writing. If any provision is found to be unenforceable, such provision will be limited or deleted to the minimum extent necessary so that the remaining terms remain in full force and effect. The prevailing party in any dispute or legal action regarding the subject matter of this Agreement shall be entitled to recover attorneys' fees and costs. Acknowledged and agreed on
___________________, _______: Name: ______________________________________________ (Print)
By: ________________________________________________ (Signature)
