This agreement is a form of employment contract used to engage an individual or company to perform a specific and defined task for the employer and contains details such as the type of work, the duration of employment, the rate of pay and any confidential obligations that may exist. This agreement can also be adapted for contractors, consultants or the liberal professions. 5.3 Each party agrees not to use or disclose to third parties confidential information of the other party without the explicit written consent of the other party. Each Party undertakes to protect the other Party`s Confidential Information from any use or disclosure other than as permitted by or in accordance with this Agreement and exercises a certain degree of diligence at least as protective as the xxxxx or the name of the company, in order to ensure the confidentiality of its own protected information. but nothing less than a degree of due diligence in the circumstances. Each Party shall allow access to the other Party`s confidential information only to persons who have entered into a written confidentiality agreement with the other Party on such restrictive terms as those set out therein and (b) who, in accordance with their obligations, require access to the other Party in connection with the rights of the other Parties under this Agreement. 5.2 Confidential Information includes all information identified by a party that discloses as being of copyright and confidentiality, with Confidential Information remaining the exclusive property of the disclosed party, unless ownership of such Confidential Information is expressly stipulated in the Agreement. Items are not considered confidential information when: (a) is not publicly available through a breach of an agreement by the recipient; (b) have been lawfully obtained by a third party without breaching an obligation of confidentiality; (c) have been developed independently of one Party without access to the confidential information of the other Party; or (d) are properly known to the recipient at the time of disclosure, as evidenced by its written records. To the extent that the terms of the Company`s orders or other correspondence are inconsistent with this Agreement, this Agreement shall take precedence. 7.5 All communications between the Parties regarding any of the provisions of this Agreement shall be made in writing and sent by personal delivery or by air mail, fax or any other commercial means of prompt delivery, postage or transfer and delivery charges in advance (company name) or to xxxxx, in accordance with the preamble to this Agreement. until the date on which one of the parties of the other party has notified in writing, at least ten (10) days in advance, a change of address pursuant to these provisions. .