Non-Disclosure and Confidentiality
Agreement (Rev. 1337B55)
respect to the Transaction; (b) terminate discussions and negotiations with the other
party or its Representatives at any time and for any reason or for no reason; and (c)
change the procedures relating to the consideration of the Transaction at any time
without prior notice to the other party.
7. Remedies. Each party agrees that use or disclosure of any Confidential Information
in a manner inconsistent with this Agreement will give rise to irreparable injury for which:
(a) money damages may not be a sufficient remedy for any breach of this Agreement by
such party; (b) the other party may be entitled to specific performance and injunction
and other equitable relief with respect to any such breach; (c) such remedies will not be
the exclusive remedies for any such breach, but will be in addition to all other remedies
available at law or in equity; and (d) in the event of litigation relating to this Agreement, if
a court of competent jurisdiction determines in a final non-appealable order that one
party, or any of its Representatives, has breached this Agreement, such party will be
liable for reasonable legal fees and expenses incurred by the other party in connection
with such litigation, including, but not limited to, any appeals.
8. Notices. All notices given under this Agreement must be in writing. A notice is
effective upon receipt and shall be sent via one of the following methods: delivery in
person, overnight courier service, certified or registered mail, postage prepaid, return
receipt requested, addressed to the party to be notified at the below address or by
facsimile at the below facsimile number or in the case of either party, to such other
party, address or facsimile number as such party may designate upon reasonable
notice to the other party.
The BIG Company
Taylor Johnson, Marketing Director
123 Montpillier Ave
Chicago , DE 2222222
Phone number: (222) 222-2222
Fax number: (222) 222-2222
David Moore
123 Casual Road
Chicago, DE 222222222
Phone number: (222) 222-2222
Fax number: (222) 222-2222
9. Termination. This Agreement will terminate on the earlier of: (a) the written
agreement of the parties to terminate this Agreement; (b) the consummation of the
Transaction; or (c) 5 years from the date hereof.
10. Amendment. This Agreement may be amended or modified only by a written
agreement signed by both of the parties.