The company interested in Global Innovation Consulting services, hereinafter “DISCLOSING PARTY” and Global Innovation Consulting hereinafter “RECEIVING PARTY”. Hereinafter jointly referred to as “THE PARTIES”.

1. The DISCLOSING PARTY possesses confidential information and wishes to protect its confidential nature.

2. The RECEIVING PARTY will have access to such information exclusively for the purpose of addressing requests, conducting analysis, or required consultations.

Therefore, THE PARTIES agree to the following:

1. Definition of Confidential Information

The “Confidential Information” includes, without limitation

• Technical, financial, commercial, operational, strategic, or market data.
• Prototypes, models, documents, software, business ideas, know-how, and any other information, regardless of its format, that the DISCLOSING PARTY designates as confidential or that, by its nature, should be considered as such.

2. Confidentiality Obligations

The RECEIVING PARTY commits to

• Not disclose, in whole or in part, the Confidential Information to third parties without prior written authorization from the DISCLOSING PARTY.
• Use the Confidential Information solely for the purposes specified in this agreement.
• Protect the Confidential Information with the same level of care used to protect its own confidential information, and in no case less than reasonable care.

3. Exceptions to Confidentiality

The confidentiality obligation shall not apply to information that

• Is in the public domain at the time of disclosure or becomes so without breach of this agreement.
• Is legitimately known by the RECEIVING PARTY before being disclosed by the DISCLOSING PARTY.
• Is independently developed by the RECEIVING PARTY without use of the Confidential Information.
• Is disclosed pursuant to a judicial or legal mandate, provided that the RECEIVING PARTY immediately notifies the DISCLOSING PARTY to allow it to take appropriate measures.

4. Intellectual Property

The disclosure of Confidential Information does not grant any license or intellectual property rights to the RECEIVING PARTY, unless expressly provided otherwise.

5. Applicable Law and Jurisdiction

This agreement shall be governed by the Arbitration Rules of the National and International Arbitration Center of the Lima Chamber of Commerce. For any dispute, THE PARTIES agree to submit to the jurisdiction of the competent courts of Lima.

6. Complete Agreement

This document constitutes the entire agreement between THE PARTIES regarding Confidential Information and supersedes any prior understanding, whether oral or written.