| By signing-in, you agree to the following Terms and Conditions
Non-Disclosure Agreement
WHEREAS, American Megatrends, Inc. is providing to the User certain confidential information in documentation form, computer products, and intellectual property, and/or file data, (all of the above hereafter referred to as "Materials") for purpose of review, analysis, testing, manufacturing and/or other permitted use by the User, and American Megatrends, Inc. desires to protect and preserve any and all confidential and proprietary information to be disclosed to the User; NOW, THEREFORE, in consideration of the covenants and agreements herein, the User agrees for the period of seven years from the date of each disclosure hereunder, as follows:
1. American Megatrends, Inc. shall provide the Materials to the User for use as provided herein. American Megatrends, Inc. may disclose to User either orally or in writing, certain information contained in which American Megatrends, Inc. believes is confidential. Materials as used in this Agreement shall mean the information of American Megatrends, Inc. (including the items described above) which is disclosed to User pursuant to this Agreement by accessing this website. Materials shall include, but not be limited to, trade secrets, know-how, inventions, techniques, processes, algorithms, software programs, semiconductor designs, schematics, designs and business information.
2. The Materials are and shall remain the proprietary Materials of American Megatrends, Inc..
3. No right, title, and/or interest (including but not limited to patents, copyrights, trademarks, and trade secrets) in the Materials will pass to User by this Agreement.
4. User will keep confidential and prevent and protect the contents of the Materials, or any part thereof, from disclosure by its agents or employees to the same extent that it protects its own confidential information; SPECIFICALLY IT WILL NOT MAKE COPIES OF THE MATERIALS. User will have no obligation of confidentiality as to Materials which, without breach of any restriction here or otherwise, are in the public domain, are independently developed by User, or are already in User's possession prior to disclosure by American Megatrends, Inc..
5. User understands that its copying or unauthorized disclosure of the Materials will cause American Megatrends, Inc. to sustain significant damages, and American Megatrends, Inc.'s remedies at law may not be adequate, in which case American Megatrends, Inc. may seek injunction or other equitable remedies.
6. User agrees to use the Materials only for its own internal review, analysis, testing, manufacturing and/or other use specifically permitted by American Megatrends, Inc. herein.
7. User, at its expense, shall return all Materials to American Megatrends, Inc., upon demand by American Megatrends, Inc., within at least 14 days of notification by American Megatrends, Inc. to User.
8. This Agreement shall not be construed to be an agreement to license American Megatrends, Inc.'s Materials, to engage American Megatrends, Inc. or the User to perform any work or supply any Materials, which shall be the subject matter of a separate agreement.
9. Independently of any other remedy limitation hereof, and notwithstanding any failure of the essential purpose of any such limited remedy, it is agreed that in no event shall American Megatrends, Inc. be liable for special, punitive, indirect, incidental, or consequential damages of any kind under this Agreement or resulting from User’s use of this website or any information or material contained herein, even if advised of the possibility of such damage. The material provided to User hereunder is provided as is, and American Megatrends, Inc. makes no warranties as to fitness, merchantability, or intellectual property rights.
10. This Agreement shall be governed by and construed in accordance with the laws of the State of Georgia, excluding that part of Georgia law that governs conflict of laws.
11. If User breaches any of its obligations under this Agreement, American Megatrends, Inc. shall (without limiting its other rights or remedies) be entitled to equitable relief including but not limited to injunctive relief, since the unauthorized use, disclosure, distribution, or transfer of the Materials or confidential information will cause American Megatrends, Inc. irreparable harm and User stipulates that American Megatrends, Inc.'s remedy at law would not be adequate.
12. It is expressly agreed that clicking on the box
stating “I Agree”, shall have the same force and effect as if the parties had
signed this agreement.
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