Client Testimonials

By accessing this information you hereby agree:

1a. to hold such Proprietary Information of Navigant Technologies Private Limited in confidence and to take reasonable precautions to protect such Proprietary Information (including, without limitation with respect to its confidential materials),

1b. to not divulge any such Proprietary Information or any such information derived there from to any third person (except consultants, subject to all the conditions stated below)

1c. not to make any use whatsoever at any time of such Proprietary Information except to evaluate internally whether to enter into an agreement with Navigant Technologies Private Limited for call centre services and

1d. not to copy or reverse engineer any such Proprietary Information.

2. Any employee or consultant given access to any such Proprietary Information must have a legitimate "need to know" and shall be similarly bound in writing. Without granting any right or license, Navigant Technologies Private Limited agrees that the foregoing clauses 2 (a), (b), (c) and (d) shall not apply to any information that the Receiving Party can establish with documentation that the information:

a. is (or through no improper action or inaction by the Receiving Party or any affiliate, agent, consultant or employee) generally available to the public or
b. was in its possession or known by it prior to receipt by Navigant Technologies Private Limited or
c. was rightfully disclosed to it by a third party without restriction, provided the Receiving Party complies with any restrictions imposed by the third party or
d. was independently developed without the use of any Proprietary Information of Navigant Technologies Private Limited by employees of the Receiving Party who have had no access to such information. The Receiving Party may make disclosures required by court order, provided the Receiving Party makes such reasonable efforts to limit disclosure and to obtain confidential treatment or a protective order and has allowed Navigant Technologies Private Limited to participate in the proceeding.

3. Return of Proprietary Information: Immediately upon (i) the decision by either party not to enter into the agreement contemplated by paragraph 1, or (ii) a request by Navigant Technologies Private Limited at any time (which will be effective if actually received), the Receiving party will return to Navigant Technologies Private Limited all such Proprietary Information and all documents or media containing any such Proprietary Information and any and all copies or extracts thereof.

4. Disclosure: Except to the extent required by law, the Receiving Party shall not disclose the existence or subject matter of the negotiations or business relationship contemplated between the parties.

5. Term:

a. The effective date to this Agreement shall be the date when such confidential information has been provided to the Receiving Party
b. No amendment or modification of this Agreement shall be binding of effective unless made in writing and signed on behalf of both Parties by their respective duly authorized representative
c. This Agreement, including all rights and obligations of the Parties hereto, except for obligations of Clause 1 hereof, may be terminated by either Party at any time upon thirty (30) days notice given in writing to the other Party. Unless earlier terminated as aforesaid, this Agreement shall expire in two (2) years from its effective date
d. The end of termination of this Agreement shall not relieve the receiving party from compliance with the obligations imposed by clause 1 hereof with respect to the use and protection of Proprietary and Confidential Information received prior to the date of termination or the end of this Agreement. Such obligations shall continue for two (2) years from the date of disclosure of the Proprietary Information or until both Parties mutually agree, in writing, that such obligations shall cease.

6. Miscellaneous: The Receiving Party acknowledges and agrees that due to the unique nature of Navigant Technologies Private Limited's Proprietary Information, there can be no adequate remedy at law for any breach of its obligations hereunder, that any such breach may allow the Receiving Party or third parties to unfairly compete with Navigant Technologies Private Limited resulting in irreparable harm to Navigant Technologies Private Limited and therefore, that upon any such breach and any such threat thereof, Navigant Technologies Private Limited shall be entitled to appropriate equitable relief in addition to whatever remedies it might have at law and to be indemnified by the Receiving Party from any loss or harm, including, without limitation, attorney's fees, in connection with any breach or enforcement of the Receiving Party's obligations hereunder or the unauthorized use or release of any such Proprietary Information. The Receiving Party will notify Navigant Technologies Private Limited in writing immediately upon the occurrence of any such unauthorized release or other breach of which it is aware. In the event that any of the provisions of this Agreement shall be held by a court or any other tribunal of competent jurisdiction to be legal, invalid or unenforceable, such provisions shall be limited or eliminated to the minimum extent necessary so that this Agreement shall remain in full force and effect.

7. This Agreement shall be governed and construed in accordance with the laws of INDIA. Any dispute or difference between the Parties arising out of the meaning, construction or import of this Agreement or the rights and liabilities shall be referred to arbitration in accordance with the provision of Arbitration and Conciliation Act 1996 and the award of Arbitration shall be final and conclusive on the subject as between the Parties. The venue of such arbitration shall be Gurgaon and courts in Gurgaon shall have exclusive Jurisdiction to deal with the proceedings and award. The prevailing party in any action to enforce this Agreement shall be entitled to costs and attorney's fees. No waiver or modification of this Agreement will be binding upon either party unless made in writing and signed by a duly authorized representative of both parties and no failure or delay in enforcing any right will be deemed as waiver.

8. This Agreement shall be construed as to its fair meaning and not strictly for or against ether party.