Confidentiality/Hold Harmless Agreement

CONFIDENTIALITY/HOLD HARMLESS AGREEMENT

THIS AGREEMENT IS BETWEEN WILLIAM DANIEL ROMAN (WDR), OF SPARX ENTERPRISES AND THE SALES CONTRACTOR.  THE PURPOSE OF THIS AGREEMENT IS TWO-FOLD.

AGREEMENT # 1 – CONFIDENTIALITY

WDR AND THE SALES CONTRACTOR AGREE TO TREAT OUR CONVERSATIONS AND WORK AS CONFIDENTIAL WORK PRODUCT.

AGREEMENT #2 – HOLD HARMLESS

WDR AND THE SALES CONTRACTOR AGREE TO HOLD EACH OTHER HARMLESS PURSUANT TO OUR DISCUSSIONS.  IT IS UNDERSTOOD THAT EACH PARTY AFFIRMS THAT THEY WILL NOT TAKE OUR CONFIDENTIAL WORK PRODUCT AND USE IT IN A WAY THAT MAY HARM THE OTHER.

EXAMPLES OF SUCH HARMFUL ACTS MAY INCLUDE BUT NOT BE LIMITED TO;

1. TAKING THIS PLAN AND IMPLEMENTING IT ELSEWHERE WITH OTHERS, IN PART OR IN WHOLE.
2. TAKING THIS PLAN AND USING IT TO HARM EITHER PARTY BY DISCLOSING ANY SPECIFIC CONFIDENTIAL WORK PRODUCT TO OUTSIDE PARTIES WHO MAY BE INCLINED TO USE THIS INFORMATION AGAINST EITHER PARTY, OR IN A MANNER THAT COULD HARM EITHER PARTY.
3. TAKING ANY INFORMATION LEARNED BY THE SALES CONTRACTOR, ABOUT SPARX, AND USING IT AGAINST SPARX IN ANY WAY.
4. TAKING ANY INFORMATION LEARNED BY SPARX, ABOUT THE SALES CONTRACTOR, AND USING IT AGAINST THE SALES CONTRACTOR IN ANY WAY.

AGREEMENT TO THE INFORMATION OUTLINED ABOVE IS AFFIRMED BY THE SIGNATURES BELOW.