Non Disclosure Agreement
This AGREEMENT (hereinafter called the “Agreement”) is made on the [day] day of the month of [month],
[year], between, ITD, on the one hand, (hereinafter called the “Purchaser”) and, on the other hand, [Name of
the bidder] (hereinafter called the “Bidder”) having its registered office at [Address]
1. the “Purchaser” has issued a public notice inviting various organizations to propose for hiring
services of an organization for provision of services under the ‘Development of New Income Tax
Business Application project’ for income tax department (hereinafter called the “Project”) of the
2. the Bidder, having represented to the “Purchaser” that it is interested to bid for the proposed Project,
The Purchaser and the Bidder agree as follows:
1. In connection with the “Project”, the Purchaser agrees to provide to the Bidder a Detailed Document
on the Project vide the Request for Proposal . Request for Proposal (RFP) contains details and
information of the Purchaser operations that are considered confidential.
2. The Bidder to whom this Information (Request for Proposal) is disclosed shall:
a) Hold such Information in confidence with the same degree of care with which the Bidder protects
its own confidential and proprietary information;
b) Restrict disclosure of the Information solely to its employees, agents and contractors with a need
to know such Information and advise those persons of their obligations hereunder with respect to
c) Use the Information only as needed for the purpose of bidding for the Project;
d) Except for the purpose of bidding for the Project, not copy or otherwise duplicate such Information
or knowingly allow anyone else to copy or otherwise duplicate such Information; and
e) Undertake to document the number of copies it makes on completion of the bidding process and
in case unsuccessful, promptly return to the Purchaser, all Information in a tangible form or certify
to the Purchaser that it has destroyed such Information.
3. The Bidder shall have no obligation to preserve the confidential or proprietary nature of any
a) Was previously known to the Bidder free of any obligation to keep it confidential at the time of its
disclosure as evidenced by the Bidder’s written records prepared prior to such disclosure; or
b) Is or becomes publicly known through no wrongful act of the Bidder; or c) Is independently developed by an employee, agent or contractor of the Bidder not associated with
the Project and who did not have any direct or indirect access to the Information.
4. The Agreement shall apply to all Information relating to the Project disclosed by the Purchaser to the
Bidder under this Agreement.
5. Nothing contained in this Agreement shall be construed as granting or conferring rights of license or
otherwise, to the bidder, in any of the Information.
6. This Agreement shall benefit and be binding upon the Purchaser and the Bidder and their respective
subsidiaries, affiliates, successors and assigns.
7. This Agreement shall be governed by and construed in accordance with the Indian laws.
For and on behalf of the Bidder
______ (Signature) ______
(Name of the Authorised Signatory)
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