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Example Financial Detail Confidentiality Agreement
Example Financial Detail Confidentiality Agreement
example-financial-detail-confidentiality-agreement.doc Page 1 of 4 11/15/2016
VANDERBILT UNIVERSITY
CONFIDENTIALITY AGREEMENT
This Confidentiality Agreement is entered into effective this __ day of __________, 200__,
by and between **SUPPLIER**, a [corporation, partnership, limited liability company
or partnership, etc...] duly incorporated under the laws of [State and/or Country] with a
principal place of business at [Address], (hereinafter referred to as "Supplier"), and
VANDERBILT UNIVERSITY, a Tennessee not for profit corporation, located for purposes
of this Agreement at 2201 West End Avenue, Nashville, TN 37235 (hereinafter
"Vanderbilt”) Each of Supplier and Vanderbilt are sometimes referred to herein as a
“Party” and collectively as the “Parties”.
WHEREAS, Vanderbilt desires to discuss with Supplier the possibility of entering into a
business arrangement involving the procurement of products and services from Supplier
(such arrangement and any discussions or negotiations in connection with such an
arrangement to be referred to herein as the “Transaction”), and both parties expect to
exchange certain confidential information during the course of such Transaction;
WHEREAS, each Party is willing to keep confidential the information received from the
other Party in connection with such Transaction in accordance with the provisions of this
Agreement;
NOW, THEREFORE, in consideration of the mutual promises and covenants contained
herein, and for other good and valuable consideration, the receipt and sufficiency of which
are hereby acknowledged, the Parties hereto agree as follows:
1. Exchange of Information. In connection with the Transaction, Vanderbilt and the
Supplier may furnish each other with certain financial, strategic, marketing, surveys,
organizational, technical, client, patient and other sensitive information (referred to
herein as “Confidential Information”). Confidential Information shall include not only
written information but also information transferred orally, visually, electronically or by
any other means, as well as any compilations, interpretations, notes, analyses and
summaries thereof prepared by or on behalf of both Parties which reflect the
Confidential Information. The fact that such information has been provided, that such
a Transaction is being considered by the Parties, and that discussions or negotiations
have occurred or may occur will also be considered Confidential Information for
purposes of this Confidentiality Agreement, as will any specific terms, conditions or
results of the Transaction.
2. Restricted Use of Information. Both Parties shall keep all Confidential Information
secret and confidential and, without limiting the foregoing, shall not disclose such
information to any person except as otherwise expressly permitted by the terms of this
Confidentiality Agreement. It is understood that both Parties may disclose Confidential
Information to those of its employees, officers, directors, representatives or agents
(collectively “Representatives”) who (i) require such information for the purpose of the
Transaction (but, to the extent practicable, only such part of the Confidential
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