Sign Non-Disclosure Agreement

"Client Confidential Information" means non-public information disclosed by Client to Shipco, including: design files (Gerber files, drill files, pick-and-place data, assembly drawings); bills of materials; technical specifications; product designs; and manufacturing requirements. "Shipco Confidential Information" means non-public information disclosed by Shipco to Client, including: pricing, quotations, and cost structures; manufacturing processes and capabilities; supplier relationships; and proprietary trade knowledge. "Confidential Information" means Client Confidential Information and Shipco Confidential Information collectively. "Shipco Suppliers" means third-party manufacturers and service providers engaged by Shipco who are bound by written confidentiality obligations.

Shipco will: (a) Keep Client Confidential Information confidential and protect it with reasonable care; (b) Use it only to provide quotations, manufacture PCBs, and deliver related services to Client; (c) Limit access to employees, contractors, and agents who need it and are bound by confidentiality obligations; and (d) Maintain industry standard security measures against unauthorised access, loss, or destruction.

Client authorises Shipco to share Gerber files, drill files, assembly drawings, bills of materials, and other technical information with Shipco Suppliers as needed for pricing, manufacturing, quality control, and order fulfilment.

Client will: (a) Keep Shipco Confidential Information confidential and not disclose it without Shipco's written consent; (b) Use it only to evaluate and engage Shipco's services; (c) Not use Shipco's pricing, trade or supplier information to solicit competitive bids or circumvent Shipco's services; and (d) Limit access to employees and agents who need it and are bound by confidentiality obligations.

These obligations do not apply to information that: (a) The receiving party already knew, as shown by written records; (b) Becomes public through no fault of the receiving party; (c) Is received from a third party without confidentiality restrictions; (d) Is independently developed without using the other party's Confidential Information; or (e) Is released with the disclosing party's written approval.

Either party may disclose Confidential Information if required by law or court order, provided it first notifies the other party (where legally permitted) and discloses only what is legally required. This Agreement does not restrict disclosures protected under the Protected Disclosures Act 2014 or other whistleblower legislation.

On request, or when the business relationship ends, each party will return or destroy the other's Confidential Information and confirm destruction in writing. Each party may keep one archival copy for legal compliance, subject to ongoing confidentiality.

This Agreement grants no rights in either party's Confidential Information or intellectual property. All Confidential Information remains the property of the disclosing party.

This Agreement takes effect when Client accepts it and continues while Client uses Shipco's services. Confidentiality obligations survive for two (2) years after the last disclosure, or longer if required to protect trade secrets under applicable law.

Unauthorised disclosure may cause irreparable harm. Either party may seek injunctive relief to prevent breach, in addition to any other legal remedies.

This Agreement is governed by Irish law. The parties submit to the exclusive jurisdiction of the Irish courts.

This Agreement is the entire agreement on confidentiality between the parties. It may only be amended in writing. If any provision is unenforceable, the rest remains in effect. Neither party may assign this Agreement without consent, except Shipco may assign to a successor. Failure to enforce any right is not a waiver. Notices go to the contact details provided by each party.

If the parties enter into a later confidentiality agreement, the subsequent agreement replaces this Agreement and governs all previously disclosed information, unless the parties expressly agree otherwise.

By clicking "I Accept", signing electronically, uploading files, requesting a quote, placing an order, or otherwise indicating agreement electronically, Client accepts this Agreement. This constitutes a binding signature under the Electronic Commerce Act 2000 and eIDAS Regulation. Client confirms authority to bind itself or the entity it represents.