PRIVATE AND CONFIDENTIAL

Attachment – Deed of Confidentiality

1. General
   1. Deed if Agreement between the Contractor and the Customer specified in the Contract Details.
   2. The Contractor provides the undertakings set out below in respect of work to be performed, and information to be acquired, directly or indirectly in connection with the Customer.
2. Interpretation
   1. Definition
      1. ‘Information’ means information, documents and data stored by any means and any information made available to me in the course of my dealings with the Customer and includes information relating to:
         1. any intellectual property rights of the Customer;
         2. to the financial position or reputation of the Customer;
         3. the internal management and structure of the Customer;
         4. the personnel, policies and strategies of the Customer;
         5. the Customer’s clients or suppliers; and
         6. information of the Customer that has any actual or potential commercial value to the Customer or to the person or corporation which supplied that information.
      2. Non-disclosure
         1. I will treat as secret and confidential all Information to which I have access or which is disclosed to me.
         2. If the Customer grants its consent for me to disclose information, it may impose conditions on that consent. In particular, the Customer may require that I obtain the execution of a Deed in these terms by the person to whom I propose to disclose the Information.
         3. My obligations under this Deed will not be taken to have been breached where I am legally required to disclose the Information.
      3. Restriction on use
         1. I will use the Information only for the purpose of my dealings with the Customer (whether directly or indirectly).
         2. I will not copy or reproduce the Information without the approval of the Customer, will not allow any other person outside the Customer access to the Information and will take all necessary precautions to prevent unauthorised access to or copying of the Information in my control.
      4. Survival
         1. This Deed will survive the termination or expiry of any contract between the Customer and me providing for the performance of services or the provision of goods by me (whether directly or indirectly).
      5. Powers of the Customer
         1. Immediately upon request by the Customer, I must deliver to the Customer all documents in my possession or control containing Information.
         2. If at the time of such a request I am aware that documents containing Information are beyond my possession or control, then I must provide full details of where the documents containing the Information are, and the identity of the person who has control of them.
      6. Applicable law
         1. This Deed will be governed in accordance with the law in the State of South Australia