Confidentality NDA

FCC ID: B94VCVRA1712

Cover Letter(s)

Download: PDF
FCCID_3712131

HP Vancouver V. Miller Rey 1, 04/02/04 Copies to Partici and HP Legal CONFIDENTIAL DISCLOSURE AGREEMENT In order to define obligations and waivers related to certain disclosed information, HP Information from the time of disclosure until the earlier ofthe time when an and the Participant identified below agree to the following: Exception is satisfied or the Protection Period ends. 1. Agreement Coordinator. Each party designates the following person, if any, as its (d) Non—Confidential Information is all Disclosed Information that is not Agreement Coordinator for coordinating the disclosure or receipt of Disclosed Confidential Information. If specific Confidential Information satisfies an Exception, Information: the specific Confidential Information becomes Non—Confidential Information from HP {name, phone, e—mail): Lay—Eng Tay, (858) 655—3029, lay—eng.tay@hp.com _ that time forward. Participant {name, phone, e—mail): Anna Smith (858) 204—1843, asmith@marvell.com (e) An Exception is satisfied if the specific information: (i) was rightfully in Recipient‘s possession prior to receipt from Discloser (ii) is publicly known or 2. HP Confidential Information. readily ascertainable by proper means, (ii) is rightfully received by Recipient from a (a) Confidential Information, ifany, disclosed by HP is described as. third party without a duty of confidentiality, (iv) is disclosed by Discloser to a third 2017—2018 Ink Digital ASIC Portfolio specifications, includes but not limited to party without a duty of confidentiality on the third party, {v) is independently clock system, dithering logic, design methodology, marketing information, build developed or learned by Recipient, or {vi) is disclosed by Recipient with Discloser‘s schedules, timelines, volume. and other business and technical information relating prior written approval. to the project. 2017—2018 Ink Digital ASIC: Portfolio design data and code including. but not 6. Obligations, limited to, RTL code. compiling constraints. netlist. HP Imaging and Printing (a) During the Protection Period only, Recipient will protect and ensure its Technology, HP Scanning and PrintingInterface. Thermal Inkjet Datapath. other VO participating Associates will protect the Confidential Information by using the same specifications including but not limited to USB High Speed Host & Device. degree of care, but no less than a reasonable degree of care, to prevent the {b) Confidential Information disclosed by HP may be used by the Participant and its unauthorized use, dissemination or publication of the Confidential Information as Associates, if any, only for the following purpose and subject to the Section 6 Recipient uses to protect its own confidential information of a like nature. Recipient obligations: For providing HP with design input, manufacturing information, pricing, may reassign its employees. Recipient will provide reasonable prior notice to and other data related to production of the 2017—2018 Ink Digital ASIC Portfolio . Discloser and will request a protective order if Recipient is required to revealthe Can use this information to design. developand manufacture the 2017—2018 Ink Confidential Information under a subpoena, court order or other operation of law. Digital ASIC Portfolio for the sole purpose of selling 2016 Ink Digital ASIC (b) Recipient will comply with all applicable export laws., Portfolio to HP. (c) At the end of the Protection Period, Recipient‘s obligations end. 3. Participant Confidential Information. 7. Non—Confidential Information:; Waivers. (a) Confidential Information, if any, disclosed by Participant is described as (a) Non—Confidential Information is not subject to confidentiality or trade secret Design. schedule. pricing and manufacturing information of the 2017—2018 Ink obtigations, and may be published, disclosed or used for any purpose, except that no Digifal ASIC Portfolio. Relevant CMOS technology tibrary including but not license under any patent, trademark, mask work or copyright is granted. limited to pads. standard cells library. all relevant Intellectual Properties either (b) Discloser waives all claims or portions of claims that assert the confidentiality of, owned or licensed. limitation of use of, breach of duty of care with respect to, or breach of this (b) Confidential Information disclosed by Participant may be used by HP and its Agreement with respect to, Non—Confidential Information arising at any time or with Associates, if any, only for the following purpose and subject to the Section 6 respect to Confidential Information arising or continuing respectively after the end of obligations: HP can use this information to assist in developing products using the the Protection Period. 2017—2018 Ink Digital ASIC Portfolio. (c)} Any cause of action, whether in contract, tort or other, either arising under this agreement or alleging the confidentiality of Disclosed Information, if litigated, will 4. Disclosure and Protection Periods. be litigated to the court; the parties will not request a jury trial; and the parties (a) The Begin Disclosure Date is: July 7. 2016. irrevocably waive any right to a jury trial. (b) The Disclosure Period ends on the following date or at the end ofthe following time period: July 7. 2019. 8. Choice of Law. Without regard to conflict of lawprovisions, this Agreementis (c) The Protection Period ends on the following date or at the end of the following governed by and will be construed in accordance with the laws of the State of time period for all Confidential Information: July 7. 2020. Delaware and the USA unltess, if filled in here, then the laws of N/A 5. Definitions. 9. Warranty. Each Discloser warrants that it has the right to make the disclosures {a) A Discloser is a party disclosing information. A Recipient is a party receiving under this Agreement. Each Recipient warrants that its participating Associates will disclosed information. An Associate is a parent, a subsidiary or corporate affiliate of protect Confidential Information in accordance with the terms of this Agreement, Recipient whether directly or indirectly owned, or a third party approved by discloser THE PARTIES MAKE NO OTHER WARRANTIES. ANY DISCLOSED in writing and contractually bound to Recipient in accord with this Agreement. INFORMATION IS PROVIDED "AS IS." (b) Disclosed Information is all information disclosed by the Discloser to the Recipient during the Disclosure Period. (c) Confidential Information is only Disclosed Information thatis: 10. Miscellaneous. Neither party acquires any patent, copyright, mask work or (i) itemized in Section 2(a) or 3{a), or trademark rights under this Agreement, including under Sections 2 or 3. This (ii) both described generally in Section 2(a) or 3(a) and Agreement imposes no obligation on either party to purchase, self, license, transfer or 1) marked at the time of disclosure to show its confidential nature, or otherwise dispose of any technology, services or products; does not create any agency 2) unmarked (for example, oraily or visually disclosed) but treated as or partnership relationship; may be added to or modified only in a writing signed by confidential at the time of disclosure, and described in detail and designated to both parties; is the parties‘ complete and final agreement; supersedes all oral or implied show its confidential nature in a written message sent to Recipient‘s Agreement agreements concerning the Disclosed Information; and may be signed in duplicate Coordinator within thirty days after disclosure; originals, or in separate counterparts, which are effective as if the parties signed a except that Confidential Information does not include information that satisfies an single original. A facsimile of an original signature transmitted to the other party is Exception before disclosure. Confidential Information is only Confidential effective as if the original was sent to the other party.

Revised 2224/2000 Copies to Participant, Functional Manager, Agreement Coordinator and the HP Legal Department HP PARTICIPANT Hewlett—Packard Company Marvell Semiconductor. Inc (Company Name) (Company Name) Columbia Tech Center 1115 SE 164th Ave Columbia Center, Suite 210 Vancouver, Washington 98683 5488 Marvell Lane {Address) Santa Clara CA 95054 (Address) §( m L T @CC 20 J ZO{ (o By y rrtes i:’;}utl:s‘r&edRSE‘HNNE)Y“UM AN/ @CT% + 7/01"&: (Date) (Functional Manager‘s Signature) (Date) Vince Miller (Name) Custom Silicon Procurement Manager CDPS Lonrenet_MeaNPéGCee— (Title) (Title} {Entity)


Document Created: 2016-10-20 15:33:13
Document Modified: 2016-10-20 15:33:13
© 2024 FCC.report
This site is not affiliated with or endorsed by the FCC