Non-Disclosure Agreement

We are inviting you to review and sign a mutual Non-Disclosure Agreement between 1Cyber Pty Ltd and your business as part of forming a partner relationship for all future work which includes discussing or negotiating all client's privileged information between all parties involved in an agreed and signed proposed work..

1Cyber Pty Ltd is a Cloud | Tech | Security company which provides technology services and solutions to our clients. Our extended businesses includes 1Sight, 1Gadget, 1Hacker, 1Desk, 1Mobile, 1Visitor, 1Sign, 1Theme and 1Trade which operates under the same umbrella but offers different services.

While forging close partnerships with leading technology providers to offer effective and efficient solutions to our clients is important, we also rely on a large number of subcontractors to work on individual projects to deliver upon our commitments to our clients.

We believe in building a long lasting business relationships for our mutual benefits in this partnership. We hope you will take your time to read and fully understand the agreement as described in the sections below.

If you have any questions, please seek clarification with Danny Wong at 0417082111 or email us at accounts@1cyber.com.au prior to signing this document



Proprietary Notice & Non-Disclosure Statement


By accepting this document, Client agrees that the information contained in this document is provided under an exclusive, perpetual non-disclosure agreement between 1Cyber and Client and cannot be copied, transmitted, excerpted, or otherwise communicated to anyone without the prior written consent of 1Cyber Pty Ltd, ("1Cyber"). Client shall mean the Client shown on the accompanying Service Level Agreement (SLA) of the Client, executed by Client and 1Cyber, by executing the SLA, agrees to all the terms and conditions of this Managed Services Proposal. "Services", as referred to in this document, shall mean those services to be performed by 1Cyber for Client under the SLA, as defined in the SLA.


This package contains proprietary and trade secret information. All data furnished in connection with this package is intended for use in evaluating potential business opportunities with 1Cyber Pty Ltd and is considered proprietary information.

Intended recipients of this document shall have the right to duplicate, use, or disclose the data contained herein to the extent necessary to perform their duties in the interest of formulating a business relationship with 1Cyber Pty Ltd, but may not disclose this information in order to obtain competitive quotes from other vendors.


These restrictions do not limit the right to use information contained herein if said data is obtained from another source, without restriction. These restrictions apply to all media comprising this package.




ABOUT US 


1CYBER is a privately held Cloud | Tech | Security company with extended businesses including but not limited to 1Sight, 1Gadget, 1Hacker, 1Desk, 1Mobile, 1Visitor, 1Sign, 1Theme and 1Trade whose business focus covers a variety of services ranging from CCTV and Alarms, Cyber-Insurance, Online Ecommerce and Cloud Applications.

1CYBER has a creative and multi-talented team comprised of IT professionals whose previous work experiences span from reputable technology companies such as Microsoft, Hewlett Packard, IBM, Cisco, Dimension Data, EDS and more. In addition to this, we make sure our IT professionals are well-certified in various areas of technology in order to provide the best technical knowledge in supply, install, configure and troubleshoot complex IT challenges and issues.

1CYBER has also a structured management portal managed by service desk to ensure the best tracking and quality of services rendered. This includes critical IT information, documentation, ticketing, password management and access control. To this end, we are a certified partnered with TeamViewer which is a market leader in providing a safe and secure remote access management sdolution to remotely access and resolve technical issues thereby eliminating majority of onsite presence and offering the quickest resolution timeframe which also translate to lower cost for the customer.

1CYBER is more than IT Consultancy Company. We strive to meet your technological needs that empowers your business. Our presences includes Sydney and Adelaide and we are growing. You can entrust your IT functions to us while you focus on your core businesses. We are constantly developing and launching new solutions in improving our client’s network, business critical applications and online presence. It does not matter what IT challenges you have, we will get you the solutions.


Managing Director

Michael Tran

Confidentiality Agreement

In consideration of the mutual benefits and promises made by each of the Parties, the Parties

agree as follows:

  1. Definitions
    In this Agreement, unless the contrary intention appears:
    1. Approved Purposes means the purposes specified as such in the Schedule One.
    2. Confidential Information means information of the Disclosing Party (including the Disclosing Party’s Customers, agents, affiliates, subsidiaries or Related Bodies Corporate) that:
      1. is by its nature confidential; or
      2. is designated, electronically or otherwise by a Party as confidential; or
      3. the Recipient knows or ought to know it is confidential
        and includes, but is not limited to:
      4. information relating to personnel, policies and strategies or financial position, internal management or structure;
      5. any pricing and technical information relating to the Disclosing Party’s business including in relation to any of its Customers or proposed Customers;
      6. information relating to processes, tools, material containing intellectual property rights, business information including solutions, designs and pricing information; and
      7. all client lists and trade secrets of a Party, and all other confidential information whether in writing or not which is disclosed after execution of this agreement, but excludes information that:
      8. was in the Recipient's possession before receipt from the Disclosing Party; 
      9. ix. is or becomes publicly known without breach by the Recipient;
      10. is rightfully received by the Recipient from a third party without a duty of confidentiality; or 
      11. is independently developed or learned by the Recipient.
    3. Customer means an existing or proposed customer of the Disclosing Party whose details are in any way identified and provided to the Recipient in accordance with this Agreement. 
    4. Disclosing Party means the Party that discloses the Confidential Information to the Recipient under this Agreement.
    5. Party/Parties means an entity listed as a party to this Agreement in the Agreement Details of this Agreement separately or either of them respectively, and in each case includes their employees, agents, successors, assigns or administrators and, if relevant, any Related Bodies Corporate. 
    6. Recipient means the Party that receives or is given access to Confidential Information from the Disclosing Party under this Agreement.
    7. Related Body Corporate means a related entity for the purposes of section 50 of the Corporations Act 2001.
    8. Representative means, in respect of a Party, any person acting for or on behalf of the Party and includes any director,  officer, employee, contractor or professional adviser of the Party.
  2. Confidentiality obligations
    The Recipient acknowledges and agrees that it will:
    1. maintain the confidentiality of the Disclosing Party’s Confidential Information;
    2. not disclose the Disclosing Party's Confidential Information to any person except as permitted under clause 3;
    3. use or reproduce the Disclosing Party's Confidential Information only for the Approved Purposes and subject to any conditions, notices or instructions of the Disclosing Party;
    4. not make, assist or permit any person (including its Representatives) to make any unauthorised use, disclosure or reproduction of the Disclosing Party's Confidential Information; 
    5. secure the Disclosing Party's Confidential Information against theft, loss or unauthorised disclosure;
    6. ensure that any person who has access to the Disclosing Party's Confidential Information through it or on its behalf does not use, reproduce or disclose that Confidential Information other than in accordance with this Agreement; and 
    7. notify the Disclosing Party immediately if it becomes aware of any unauthorised access to, disclosure of or misuse of any of the Disclosing Party’s Confidential Information.
  3. Permitted disclosure
    1. This Agreement does not prohibit the disclosure by a Recipient of the Disclosing Party's Confidential
      Information:
      1. to a Representative of the Recipient who needs to know the Confidential Information for the Approved Purposes provided the Representative is under an obligation of confidentiality to the
        Recipient and is fully aware of the confidential nature of the Disclosing Party's Confidential Information before the disclosure is made; or
      2. which is required to be disclosed by law, provided that the Recipient has:
        1.  given the Disclosing Party sufficient notice to enable it to seek a protective order or other
          relief from disclosure; and
        2. ii. provided all assistance and cooperation which the Disclosing Party reasonably considers necessary for that purpose; or
      3. in respect of which the Disclosing Party has given its consent to disclosure or use; or 
      4. as required by the listing rules of any stock exchange where the Recipient’s securities are listed or
        quoted; or
      5. to its shareholders and directors for the purpose of complying with the applicable law.
    2. Where the Recipient is required to disclose Confidential Information in accordance with clause 3.1b, the
      Recipient must ensure that only the minimum Confidential Information required to comply with the applicable law or order is disclosed.
    3. The Disclosing Party may grant or withhold its consent to disclosure of the Confidential Information by the Recipient in its complete discretion.
  4. Survival of confidentiality obligations
    The obligations of confidentiality imposed by this Agreement continue for 3 years after the termination of this Agreement and the completion of the Approved Purposes, whichever occurs later.
  5. Return of Confidential Information 
    1. The Recipient of Confidential Information must deliver to the Disclosing Party or destroy or delete, as the Disclosing Party directs, all documents and copies and other materials in any medium in the possession or under the power or control of the Recipient or any of its Representatives which contain any of the Disclosing Party's Confidential Information on demand. If the Disclosing Party directs the Recipient to destroy or delete the Confidential Information, the Recipient will provide written notice to the Disclosing Party when it has completed such destruction and/or deletion.
    2. Return, destruction or deletion of the documents and other material referred to in clause 5.1 does not release the Recipient from its obligations under this Agreement.
  6. Disclaimer and no licence
    1. The Recipient:
      1. acknowledges that neither the Disclosing Party nor any of its Representatives has made nor makes any representation or warranty, express or implied, as to the accuracy or completeness of the Disclosing Party's Confidential Information; and
      2. agrees that it must make its own assessment of the Confidential Information and satisfy itself as to
        the accuracy and completeness of that Confidential Information.
    2. The Recipient acknowledges that the Disclosing Party’s Confidential Information will remain the property of the Disclosing Party. By disclosing the Confidential Information to the Recipient, except as required under this Agreement, the Disclosing Party does not grant or confer on the Recipient any express or implied proprietary rights, licences or other rights in any of the Disclosing Party's Confidential Information to the Recipient.
  7.  Indemnity
    1. The Recipient must at all times indemnify the Disclosing Party from and against any loss or liability (including reasonable legal costs and expenses), suffered by the Disclosing Party arising from any claim or proceeding by any person, where such loss or liability resulted from a breach by the Recipient of clause 2.
    2. Clause 7.1 survives the termination of this Agreement.
  8. Term and termination
    1. This Agreement takes effect as of the date on which the Parties first exchanged information in relation to the Approved Purposes and continues until it is terminated in accordance with clause 8.2.
    2. Either Party may terminate this Agreement by giving the other Party not less than 30 days notice in writing.
  9. General
    1. Waiver
      Failure by a Party to exercise, or delay in exercising a right, power or remedy does not prevent the exercising or enforcement of that or any other right in the future.
    2. Injunctive relief
      The Recipient acknowledges that damages may not be a sufficient remedy for any breach of this Agreement and the Disclosing Party is entitled to seek specific performance or injunctive relief (as appropriate) as a remedy for any breach or threatened breach by the Recipient, in addition to
      any other remedies available.
    3. Severability
      If the whole or any part of a provision of this Agreement is void, unenforceable or illegal it is severed. The remainder of this Agreement has full force and effect.
    4. Assignment
      Neither Party may assign or transfer or purport to assign or transfer any of its rights or obligations under this Agreement without the prior written consent of the other Party.
    5. Variation
      This Agreement may only be varied by the written agreement of the Parties executed by their authorised
      representatives.
    6. Applicable Law
      The laws of New South Wales will govern this Agreement and the parties submit to the exclusive jurisdiction of the courts of New South Wales.
    7. Notices
      1. All notices, approvals, consents and other communications must be in writing and sent to the address or facsimile number for notices specified in Schedule One for the relevant party.
      2. A notice, approval, consent or other communication takes effect from the time it is received unless a later time is specified in it.
      3. A notice given or served in accordance with clause 9.7 is deemed to have been received:
        1. In the case of a notice given or served by email or facsimile, on the business day following the day of dispatch;
        2. In the case of a notice given or served by post, on the third day following the date of posting; and
        3. In the case of a notice given or served by hand, at the time of delivery.
    8.  Costs
      Each Party must pay its own costs of preparing, and performing its obligations, under this Agreement.



Signed for and on behalf of COMPANY NAME (Listed on the form) by:


Declaration: I hereby declare that the details furnished above are true and correct to the best of my knowledge and belief and I undertake to inform you of any changes therein, immediately. In case any of the above information is found to be false or untrue or misleading or misrepresenting, I am aware that I may be held liable for it including late payment or non-payment.