SSM - the Home of the Open Source Green Vehicle (OSGV) Project
* Terms Kernel(TM)-AXP NON-DISCLOSURE AND NON-COMPETE AGREEMENT (ND&NCA) FOR GOOD CONSIDERATION, and in consideration of being accepted into the Society for Sustainable Mobility (SSM) Team for the Automotive X-Prize: Team Kernel(TM)-AXP (the "Team"), the undersigned participant whose name appears on this form hereby agrees and acknowledges: 1. That during the course of my participation there may be disclosed to me certain trade secrets of SSM's Kernel(TM)-AXP product; said trade secrets consisting but not necessarily limited to: (a) Technical information: Methods, processes, formulae, compositions, systems, techniques, inventions, machines, computer programs and research projects. (b) Business information: Customer lists, pricing data, sources of supply, financial data and marketing, production, or merchandising systems or plans. 2. I agree that I shall not during, or at any time after the termination of my participation in the Team, use for myself or others, or disclose or divulge to others including future participants (not currently under this agreement), any trade secrets, confidential information, or any other proprietary data of the Team in violation of this agreement. 3. At all times while this agreement is in force and after its expiration or termination, the participant agrees to refrain from disclosing the Team's trade secrets or other confidential material. The participant agrees to take reasonable security measures to prevent accidental disclosure and industrial espionage. 4. While this agreement is in force, the participant agrees to use his/her best efforts to deliver the product at the Automotive X-Prize events and to abide by the nondisclosure and noncompetition terms of this agreement; the participant's involvement is NOT compensated by SSM, unless superceded by another agreement. After expiration or termination of this agreement, the participant agrees not to compete with the Team until the Grand Prize(s) of the Automotive X-Prize contest has been awarded. This prohibition will not apply if this agreement is terminated because SSM violated the terms of this agreement or the Automotive X-Prize contest was officially terminated by the X-Prize Foundation. Competition means working for or directly involved in another team competing in the Automotive X-Prize contest. 5. That upon the termination of participant's involvement with the Kernel(TM)-AXP Team: (a) I shall return to SSM all documents and property of SSM, including but not necessarily limited to the technical and business information listed in Section 1 of this agreement and all other materials and all copies thereof relating in any way to the Team's business, or in any way obtained by me during the course of participation. I further agree that I shall not retain copies, notes or abstracts of the foregoing. (b) SSM may notify any future or prospective team/employer or third party of the existence of this agreement, and shall be entitled to full injunctive relief for any breach. (c) This agreement shall be binding upon me and my personal representatives and successors in interest, and shall inure to the benefit of the Company, its successors and assigns. 6. This agreement shall be governed by and construed in accordance with the laws of the State of California, without regards to conflicts of laws principles. The parties hereby irrevocably consent to the jurisdiction of the state and federal courts located in Los Angeles County, State of California, in any action arising out of or relating to this Agreement, and waive any other venue to which either party may be entitled by domicile or otherwise. By transmitting this form with your name, address and email address to SSM, the participant voluntarily executes this agreement as of the date first set forth on this form.
Message [Please describe your specialties here and how you would like to contribute to this project. Tell us your goals of joining our team and/or some words of encouragement.]
* Endorsement The Particpant agrees that the mission of SSM is just and necessary; and that you permit SSM to use the information you provided on this form.
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