PT BOSNET DISTRIBUTION INDONESIA, a limited corporate duly established under the law of Republic of Indonesia, having it domiciled at Jakarta, having its address at Gedung Mayapada Tower Lantai 11, Jl. Jend Sudirman Kav 28, kelurahan Karet, kec. Setiabudi, Jakarta Selatan, (hereinafter will be referred as “First Party or BDI”).
First Party and Customer/Partner hereinafter collectively referred to as the “Parties”.
The Parties explain first :
a. Whereas in connection with the submission of First Party data to the Second Party vice versa, the Parties will disclose information regarding The Parties data or other valuable and confidential data to the Parties.
b. Whereas the First Party and the Second Party, in the conduct of their negotiations, might to notify each other “Confidential Information” however the Parties are not permitted to disclose the Confidential Information to other parties;
c. Whereas in order to protect the Confidential Information that the Parties intend to disclose, the Parties agree to sign this Agreement. In the foregoing considerations, the Parties agree to bind into an Agreement as outlined in the following terms and conditions:
1. Capitalized in below terms, unless otherwise defined in this Agreement, have the following meanings:
a. “Affiliate” means any corporate that directly or indirectly controls or is controlled by or is under the same direct or indirect control. For the purposes of this understanding, the term “control” (including the related meaning of the terms
“controlled by” and “being in the same control as”) means the existence of, directly or indirectly, the authority of the corporate, whether through ownership of securities with rights votes or based on contracts or others.
b. “Confidential Information” means all information in all forms (whether verbal, written or in other forms or manner) received by one party or each of its representatives from another party or representatives of other parties before the end of the discussion of the Parties and each upcoming business relationships related to the purpose. Any information regarding matters of technical, operational, administrative, management, economic, commercial, marketing, planning, business or financial or in form of intellectual property rights in all its forms (including knowledge and trade secrets) and relating to the planned Cooperation Agreement by the Parties or in connection with the Parties and / or its subsidiaries or affiliated parties which are disclosed directly or indirectly by one of the Parties to the other Parties, including but not limited to the purpose, existence and content of this Agreement and for any discussion or negotiation carried out by the Parties;
c. “Recipient Party” is the party who receives the disclosure of Confidential Information that is disclosed by the Party that discloses, including Directors, officers, employees, advisors and / or consultants or Affiliates
d. “Disclosure Party” means the party that discloses Confidential Information of the corporate to other parties, including Directors, officers, employees, advisors and / or consultants or Affiliates, thus the objective of this collaboration could be achieved.
2. The Parties agrees to :
a. Maintain the confidentiality of Confidential Information in accordance with the terms and conditions of this Agreement;
b. Would not use Confidential Information either in whole or in part thereof for other purposes outside the purpose of the planned cooperation;
c. Would not disclose Confidential Information either in whole or in part including but not limited to making and / or taking copies or copies or making summaries or records of all or part of Confidential Information, analyzing or developing Confidential Information, to other parties outside this Agreement. ;
d. The Parties are obliged to apply the provisions as set forth in this Agreement to the labor of the Parties;
e. Shall keep all Confidential Information separate from its own documents and be kept in a safe place and will treat the Confidential Information in the same manner as maintaining confidentiality and / or the right to its own information;
3. This Privacy and Policy is valid for 5 (five) years;
4. The obligation to preserve and not disseminate Confidential Information remains effective and binding on the Parties for a period of 5 (five) years from the date this Privacy and Policy expires or is terminated by the Parties.
5. By court order or an official government institution / agency that has authority over the Disclosure Recipient, as long as its provided ten (10) day advance notice, or if it is not legally possible, the notification must be given to the Disclosing Party to make it able to approve the request for disclosure Confidential Information.
6. The Loss Party are entitled to recover from the loss suffered through the procedure permitted by law along with compensation for any costs, costs, losses and losses, that directly and proven to be affliction by the Loss Party, as a result of the aforementioned infringement throughout that the decision was made by a court that has permanent legal force.
7. Upon termination of this Agreement or upon request from the Parties, the Parties will send to the Parties or demolish or write off (as directed by the Disclosing Party) all records
containing Confidential Information in all its forms in connection with the planned Cooperation, that is under the control or control of the Parties, except for matters that are a permanent record of the Parties that based on the laws and regulations shall be maintained, or that might be requested by the Parties for archival purposes, for that if this Agreement has ended, the provisions in this Agreement will continue to apply to the managed Confidential Information.
8. This Privacy and Policy is made in Bahasa Indonesia and English. In the event of any inconsistency or contradiction between the English and Bahasa Indonesia versions of this Agreement then the Indonesian version shall prevail.
9. This Privacy and Policy shall be interpreted in accordance with Indonesian law and the Parties agree to submit to the applicable legal jurisdiction in Indonesia.
10. All disputes, disagreements or differences of opinion arising in connection with the implementation of this Privacy and Policy or breach of the provisions in this Agreement would be settled by deliberation;
11. If the Parties fail to resolve the dispute by deliberation within 30 (thirty days days after the dispute arises, disagreement or dissent, the Parties agree to settle the dispute by arbitration in accordance with BANI procedures and applicable legislation. , and BANI’s Adjudgement is a final and binding decision for the Parties;
12. Customer/Partner are not permitted and are allowed to approach or lobby customers of First Party.
13. This Privacy and Policy and all rights and obligations contained therein or arising under this Privacy and Policy could not be transferred or transferred (including transfers or transfers thatoccur legally or in other ways) by the Parties without the prior written consent of the other Party.
14. In the event that there are terms and conditions in this Privacy and Policy that could not be implemented or canceled, the invalidation does not cancel this Privacy and Policy and does not affect the other provisions in this Privacy and Policy. The Parties agree that they will use their reasonable endeavors to be able to replace the nonbinding conditions with binding, applicable and enforceable provisions taking into account the purpose and purpose of this Privacy and Policy.