Agreement Overview
This agreement applies to drawings, 3D models, process specifications, commercial information, and other technical materials uploaded, transmitted, or submitted by Party B through the AgileMakeAI platform (collectively, "Confidential Information").
By uploading files or submitting quotation or order requests, Party B confirms that it has read, understood, and agreed to be bound by this agreement.
I. Definition of Confidential Information
"Confidential Information" means non-public information disclosed by one party or accessible to the other during cooperation that has commercial or technical value to the disclosing party, including but not limited to:
- Technical data, design drawings, 3D models, process parameters, program code, and test materials;
- Product specifications, material formulas, manufacturing methods, mold structures, and quality standards;
- Quotation plans, cost structures, pricing strategies, customer lists, and contract terms;
- Business plans, market analysis, R&D directions, and unreleased product information;
- Emails, instant messages, and project documents generated during cooperation.
II. Confidentiality Obligations
Both parties shall observe the following obligations regarding Confidential Information:
- Protect the other party's Confidential Information with at least the same degree of care used for its own confidential information;
- Not disclose, transfer, license, or publish Confidential Information to any third party without prior written consent;
- Use Confidential Information solely for agreed purposes such as quotation, engineering review, manufacturing, quality inspection, and delivery;
- Ensure that employees, consultants, subcontractors, and affiliates comply with equivalent confidentiality requirements;
- Return or destroy Confidential Information upon termination of cooperation, unless otherwise required by law;
- Promptly notify the other party and take remedial action upon discovery of actual or potential disclosure.
III. Party A's Specific Commitments
AgileMake Technology (Shenzhen) Co., Ltd. expressly commits that drawings, models, and technical materials uploaded by Party B will not be displayed publicly and will not be used for purposes beyond those agreed under this agreement without Party B's explicit authorization.
Internal access is limited to necessary roles such as quoting, engineering, production, quality, and customer support, with role-based permissions and audit logging.
IV. Exceptions
The following circumstances shall not constitute a breach of this agreement:
- Information was publicly known at the time of disclosure, or became publicly known thereafter without fault of the receiving party;
- The receiving party lawfully possessed the information before disclosure without confidentiality obligations;
- Disclosure is required by law, court order, or government authority, with prior notice to the disclosing party where legally permitted;
- Information voluntarily published by Party B to the model library or explicitly authorized in writing for public release.
V. Breach of Contract
Any party that breaches this agreement shall bear all direct losses and reasonable costs of enforcement incurred by the other party.
If a breach results in disclosure of trade secrets or material adverse impact, the breaching party shall also bear applicable legal liabilities, including cessation of infringement, mitigation of impact, and compensation.
VI. Term of Agreement
This agreement takes effect upon Party B's first file upload or submission of a cooperation request.
Confidentiality obligations survive termination of cooperation until the relevant information lawfully enters the public domain, with a minimum confidentiality period of five years from disclosure.
VII. Dispute Resolution
Disputes arising from or relating to this agreement shall first be resolved through friendly negotiation. If negotiation fails, either party may bring an action before a competent court at Party A's location.
VIII. Effectiveness
This agreement is presented electronically. By clicking to agree, uploading files, or continuing to use the platform, Party B confirms and accepts this agreement.
For written confirmation or questions, contact agilesale@qd-x.com.