- CONFIDENTIALITY AGREEMENT.doc

CONFIDENTIALITY AGREEMENT 　　This agreement is made as of ________________________, ____, by and between ___________________________________________ (hereinafter referred to as #39;Company#39;), a corporation duly organized under the laws of the State of ______________, and having its principal place of business at ______________________________________, and The Research Foundation of State University of New York (hereinafter referred to as #39;Foundation#39;), having its principal place of business at 35 State Street, Albany, New York 12207 U.S.A. (mailing address: P.O. Box 9, Albany, New York?12201-0009).? 　　A.?The parties to this Agreement have developed or acquired technical and other proprietary information relating to Research Foundation Invention Case Number ______________________,entitled#39;__________________________#39;(hereinafter referred to as #39;Confidential Information#39;) and the parties wish to ensure that the information which may be disclosed to each other is treated in strictest confidence. 　　B.?Each of the parties desires to receive such Confidential Information from the other for the limited purpose of evaluating the suitability of entering into a business relationship or sponsorship of research, and each party recognizes the importance of safeguarding such Confidential Information against unauthorized use or disclosure. 　　Now, therefore, in consideration of the disclosures made hereunder, and covenants entered into herewith, Company and Foundation agree as follows.? 　　Company and Foundation are willing to disclose such information to each other under the following conditions: 　　1.?Each party#39;s Confidential Information shall be supplied to the other party in written, graphic, photographic, recorded, prototype, sample, or in any other tangible form and shall be identified as being disclosed under this Agreement.?Any Confidential I