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Non-Disclosure Agreement

The following non-disclosure agreement is between StarTime Studios and you

Schedule of Terms and Conditions

1. Confidentiality and Information Security
During the course of employment, each employee/contractor has access to systems, manuals, reports and other Company and third party documents. Each employee is required to respect the need for confidentiality, security and integrity in relation to this information at all times. Full details of this Non- Disclosure obligation are outlined in Appendix A.

Upon leaving the employment/contracted period with StarTime Studios, no Company records of any kind are to be retained or copied and any confidential information may not be disclosed to another party without StarTime Studio’s prior written approval.

2. Intellectual Property
Intellectual Property includes, but is not limited to, ideas, inventions, discoveries, copyright work, designs, patents and knowhow that you may conceive, create develop or make during your employment with StarTime Studios that is relevant to the business of StarTime Studios. You acknowledge that StarTime Studios is the sole owner of the rights in the Intellectual Property and you assign the rights in such Intellectual Property to StarTime Studios. This applies whether or not the Intellectual Property was conceived, created, developed or made at the direction of the Company; or was intended to benefit the Company.

Any original work, process, design or other material produced, or to be published by you and arising from your employment with the Company, shall remain the property of the Company which shall have full rights to such work, process, design or other material whether those rights are exercised in any form or not during the employment, or on cessation of the employment.

3. Non-Solicitation
During the period commencing at date of signing and ending one year following the Termination Date, a contractor shall not, without StarTime Studio’s prior written consent, directly or indirectly; (i) solicit or encourage any person to leave the employment or other service of StarTime Studios or its Affiliates; or (ii) hire, on behalf of the contractor or any other person or entity, any person who has left the employment within the one year period following the termination of that person’s employment with StarTime Studios or its Affiliates. During the period commencing on the date hereof through and ending one year following the Termination Date, the contractor will not, whether for its own account or for the account of any other Person, intentionally interfere with the relationship of StarTime Studios or its Affiliates with, or endeavor to entice away from StarTime Studios or its Affiliates, any person who during the term of the Agreement is, or during the preceding one-year period, was a co-investor, joint venturer or other customer of StarTime Studios.

Non-Disclosure Agreement

What is confidential information?
“Confidential information” means all information of whatever kind or nature, whether heard verbally or presented electronically relating to StarTime Studios (the “Business”) or its clients.

Confidential information includes but is not limited to:

(a) information which is marked “confidential” or which is described or treated by the Business as confidential.
(b) designs, plans and drawings
(c) client lists
(d) supplier details
(e) proposed areas for business development & prospects
(f) financial, commercial business or technical information
(g) business plans
(h) management organisation information
(i) project work and new products
(j) trade secrets
(k) cost figures, or
(l) any special concept or technique peculiar to the Business or its clients

Confidential information does not include information:

(a) which is in, or becomes part of the public domain (other than through breach of this agreement); or
(b) which you acquire from a third party who is entitled to disclose it.

The Employee’s/Contractor’s Duty of Confidentiality
During the course of your employment with the Business, you will be exposed to or have access to confidential information. Protection of this information is vital to the Business and to its clients relationships and future success. You are obliged to take all necessary steps to maintain the confidence of the confidential information.

Without limiting the generality of the previous paragraph, you agree that:

(a) you will not, without the prior written consent of the Business or except in the proper course of performing your duties, directly or indirectly disclose any of the confidential information to any person
(b) you will not use or reproduce the confidential information for any purpose other than for the Business’s benefit; and
(c) you will not remove confidential information from the premises of the Business without the prior written consent of the Business.

Security Precautions
The safest practice is simply to avoid discussing any potentially confidential information with anyone, providing such information to anyone, other than the Business’s employees or employees of our clients who need to know it for the successful conduct of the business.

You must immediately notify the Business should you suspect misuse of the Business’s confidential information and assist the Business in any proceedings taken by the Business for alleged misuse of the confidential information.

You must take all reasonable steps to prevent unauthorised disclosure or use of the confidential information which it includes.

Once you have read over the above in its entirety, please sign the non-disclosure agreement by completing the form below: