Exhibit 10.12
CONFIDENTIALITY AND NO CONFLICT AGREEMENT
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Prior to discussing the possibility of FTS Apparel, Inc DBA FTS Wireless
becoming a Subcontractor for AMERICAN CONNECTIONS, LLC (Company), the
undersigned agrees as follows:
For the purposes of this Agreement the term "Confidential Information" shall
mean all confidential and proprietary information, both oral and written,
relating to Company and its business, including without limitation, all such
information and discussions relating to the Subcontractor program, financial,
compensation, sales and marketing, business and promotional information and
trade secrets. Confidential Information shall also include any information
developed by a party for the other party to the extent that such information
contains or is based upon Confidential Information. Any material and
information provided by Company to the undersigned should be deemed Confidential
Information.
The undersigned agrees that all negotiations and discussions between Company and
undersigned concerning the Company's Subcontractor Program are confidential.
The undersigned agrees to hold all Confidential Information in the strictest
trust and confidence. The undersigned agrees not to disclose such information
and discussions to any third party without Company's prior written consent. The
undersigned agrees that any breach of confidentiality by the undersigned will
cause irreparable injury to Company. The undersigned agrees that in addition to
any other legal remedies available to Company, the Company shall have the right
to obtain injunctive relief against the continuation of such breach of
confidentiality, and a decree for specific performance of the terms of this
Agreement.
The undersigned warrants that it is free to enter into negotiations with Company
to become a Sub-Contractor for Company for the sale of various Wireless
Services. The undersigned approached Company on its own and in a completely
voluntary manner and represents that its discussions with Company in no way
violate any legal obligation or contract to which undersigned is a party. The
undersigned agrees to indemnify and hold harmless Company from any action or
claim by any person or entity resulting from the representation made.
AGREED & ACCEPTED:
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FTS Apparel, Inc.
Subcontractor Name
Xxxxx Xxxxxxxxx
Signature
Xxxxx Xxxxxxxxx
Printed Signature
CEO
Title
2/28/2002
Date
