Work Confidentiality Agreement

With Innovation Institute’s

New Product Development Cooperative

This agreement is between _______________________ (hereinafter Partner), and the provider of inventions Innovation Institute, division of CBC Services, LLC (hereinafter Licensor).  Partner recognizes the importance of confidentiality regarding all proprietary information disclosed by Licensor and all information derived from this proprietary information by Partner. For the purposes of this agreement, proprietary information shall include written, oral and visual information.  This agreement covers proprietary information related to: our property rights business methods, like  inventing and licensing; and information  about the associates and clients. Inventions mostly with novel applications for existing electronic hardware and software technology, and to  a lesser degree mechanics, plastics and chemistry.

Partner acknowledges and agrees that all proprietary information disclosed by Licensor or derived there from constitutes valuable trade secrets of Licensor.  Partner shall not permit the duplication, use or disclosure of any such proprietary information to any other person, company or third party without the specific written authorization of Licensor.

The parties to this agreement agree that such proprietary information constitutes trade secrets as defined under California law.  In the event that Partner uses or discloses such proprietary information, all benefits resulting to Partner shall be conveyed to Licensor.  The consequences of such use or disclosure shall also include monetary damages, if any, including costs incurred by Licensor associated with the investigation, attorney and court costs involved in the enforcement of this agreement.

Any non resolved disagreements shall be mediated, before working with American Arbitration Association in San Francisco.  The victor shall recover all reasonable costs and legal bills.

Upon any termination of this agreement, for any reason, Partner shall return to Licensor all files, papers, and other materials containing or relating to such proprietary information.  Partner agrees that the obligations regarding safeguarding of proprietary information shall extend for a period of five (5) years following any termination of the business relationship between Partner and Licensor.

________________________________    __________________________  _______________   

Partner (print name)                                     Signature                                        Date

Street Address & Tel

________________________________    __________________________  _______________   

Licensor (signer’s name)                               Signature                                        Date

Innovation Institute, Div of CBC Services, LLC

1652 West Texas Street, Fairfield, CA 94533 USA

415 668-9900 or 707 427-6489