THIS AGREEMENT is effective as of the date set forth below (the “Effective Date”) and is entered into between Shurtape Technologies, LLC, having a place of business at 1712 8th Street Drive SE, Hickory, NC 28602, and to its affiliates, (“SHURTAPE”) that own or operate the various facilities that you may visit and you as a “VISITOR” to, or user of, one or more of SHURTAPE’s facilities (including computer systems). This Agreement, after you sign it and until it is terminated by SHURTAPE or superseded, applies to all such SHURTAPE facilities you subsequently visit on one or more occasions, and supersedes any previous similar agreements. Confidential Information in the facilities may be owned by SHURTAPE or by a SHURTAPE subsidiary, customer, supplier, or other affiliated or associated firm/company of SHURTAPE.
IN CONSIDERATION of being given access to SHURTAPE’s facilities on one or more occasions as a VISITOR, you and your company agree to be bound by SHURTAPE’s rules and regulations and also to the following terms and conditions:
- Safety: As a VISITOR to a SHURTAPE facility, you agree to observe and obey all posted rules and warnings and to follow any oral instructions or directions given by SHURTAPE employees, representatives or agents of SHURTAPE. VISITORS are required to watch a safety video, wear appropriate footwear with flat heels and closed toes prior to entering a facility and may be required to wear hearing and/or eye protection as directed in designated areas. You as a VISITOR further agree that you understand that access to a SHURTAPE manufacturing facility may involve some risk including but not limited to physical exertion such as stair climbing, walking/standing for long periods of time, and or loud noise that you may not be accustomed to experiencing and that you are medically, physically and psychologically able to participate under such circumstances.
- Photographs and/or Audio or Video Recordings: Photographs and/or audio or video recordings are prohibited in most SHURTAPE facilities with the exception of designated areas of specific SHURTAPE facilities as noted by a SHURTAPE employee, representative or agent of SHURTAPE. You as a VISITOR to a SHURTAPE facility, agree to refrain from taking any photographs and/or audio or video recordings unless granted express permission to do so by a SHURTAPE employee, representative or agent of SHURTAPE and as such only in areas designated for such activity.
- Confidential Information: “Confidential Information” means information in SHURTAPE’s possession that is not generally available to the public. As a VISITOR to SHURTAPE’s facilities, you may be given access orally, visually, or in writing to SHURTAPE’s Confidential Information. For example, Confidential Information that you as a VISITOR may acquire during the course of your visits to SHURTAPE’s facilities could include, but is not limited to, information relating to finances, accounting, marketing, sales, business opportunities, business plans, forecasts, projections, products, schematics, designs, customer lists, research, development, test methods and equipment, know-how, processes, machines, plant layout, manufacturing, purchasing, computers, and software and hardware. Confidential Information does not include information which you can demonstrate by documentary evidence: (a) was known previously to you without any obligation to keep it confidential; (b) is or becomes publicly available by means other than unauthorized disclosure by you; (c) is developed by or on behalf of you independent of any Confidential Information furnished under this Agreement; or (d) is received from a third party who warrants that its disclosure does not violate any preexisting confidentiality.
- Use of Confidential Information: If you as an individual or your company has in effect another written agreement (e.g., License/Permits where access to facilities and information is expressly noted) with SHURTAPE relating to specific Confidential Information, that agreement will be controlling as to such specific Confidential Information. As a VISITOR, you and your company agree: (a) that Confidential Information is the sole and exclusive property of SHURTAPE; (b) to maintain all Confidential Information in strictest confidence and not to use or disclose, orally or in writing, nor cause to be used or disclosed, any Confidential Information; (c) to use at least the same degree of care in maintaining the secrecy of any Confidential Information as you do for your own company’s proprietary, confidential and trade secret information, but in no event less than a reasonable degree of care; and (d) to return any and all material containing any portion of the Confidential Information, including copies, photographs and/or audio or video recordings, notes, and computer memory media, to SHURTAPE upon its request. Your obligation as to Confidential Information shall extend to all areas within each SHURTAPE facility you use or visit.
- Term: Unless earlier terminated by the mutual written agreement of you and SHURTAPE, the obligations contained herein with regard to Confidential Information shall survive and shall remain in effect perpetually after the Effective Date of this Agreement.
- Waiver of Confidential Disclosure: As a VISITOR to SHURTAPE’s facilities, you may make disclosures of information to SHURTAPE and its employees or representatives. Unless such information is subject to a separate confidential information or non-disclosure agreement signed by an authorized representative of SHURTAPE, all such information you may disclose is not deemed to have been subject to any confidentiality requirement restricting its use, whether for commercial benefit or otherwise.
- Release of Liability and Indemnity: You agree to fully release and discharge SHURTAPE, and their respective current and former officers, directors, employees, agents, representatives, insurers, successors, and assigns, both individually and in their representative capacities from any and all claims for any liability, injury, loss, cost or damage based upon, arising out of or in any manner connected with your presence upon a SHURTAPE facility, whether or not caused in whole or in part by the negligence or other acts or omission of any SHURTAPE employee, representative or agent of SHURTAPE on behalf of yourself and any relatives, personal representatives, heirs, beneficiaries, next of kin, assigns, subrogees, and anyone else who might pursue any legal action or claim of liability for any such liability, injury, loss, cost or damage. In addition, you agree to indemnify and defend SHURTAPE against all claims, causes of action, damages, judgments, costs or expenses, including attorney fees and other litigation costs, which may in any way arise from your presence upon the facilities of SHURTAPE. You further understand that by signing this Agreement, you voluntarily surrender certain legal rights.
- Governing Law; Amendment: This Agreement will be governed by and construed in accordance with the laws of the State of North Carolina without regard to its conflict of laws principles. VISITOR and SHURTAPE hereby consent to jurisdiction in the State of North Carolina and acknowledge that the courts within North Carolina shall have exclusive jurisdiction over any issues regarding the enforcement of this Agreement. No amendment or modification of this Agreement, including this provision, will be valid or binding unless made in writing and executed on behalf of SHURTAPE by a duly authorized representative and by VISITOR.
AGREED TO AND ACCEPTED, EFFECTIVE AS OF THE DATE DIGITALLY ACKNOWLEDGED, BY THE NAMED INDIVIDUAL AS VISITOR.