Terms and conditions

Confidentiality Agreement

This Confidentiality Agreement (“Agreement”) is entered into by and between Back Office Co, LLC  (“Disclosing Party”) and Michael Looney (“Receiving Party”), collectively referred to as “Parties.”

1. Definition of Confidential Information

“Confidential Information” refers to any non-public, proprietary, or sensitive information disclosed by the Disclosing Party, including but not limited to:

• Business plans, strategies, and financial information.
• Client and supplier data.
• Technical specifications, software, and systems information.
• Any other information marked or otherwise identified as confidential.

2. Obligations of the Receiving Party

The Receiving Party agrees to:

• Keep all Confidential Information strictly confidential and not disclose it to any third party without prior written consent from the Disclosing Party.
• Use the Confidential Information solely for the purpose of Delaware.
• Take reasonable steps to safeguard the Confidential Information, using the same degree of care as they would with their own confidential data, but no less than a reasonable standard of care.

3. Exceptions to Confidentiality

The obligations of confidentiality do not apply to information that:

• Is publicly available or becomes publicly available through no breach of this Agreement by the Receiving Party.
• Was known to the Receiving Party prior to disclosure by the Disclosing Party.
• Is required to be disclosed by law, court order, or government regulation, provided the Receiving Party gives prompt notice to the Disclosing Party before making such disclosure.

4. Term

This Agreement will remain in effect for any time from the date of disclosure of Confidential Information or until the Confidential Information no longer qualifies as confidential, whichever occurs first.

5. Return or Destruction of Confidential Information

Upon termination of this Agreement or at the request of the Disclosing Party, the Receiving Party agrees to return or destroy all Confidential Information in its possession and provide written certification of such return or destruction.

6. No License

This Agreement does not grant the Receiving Party any rights to or under any patent, copyright, trade secret, or other intellectual property of the Disclosing Party.

7. Remedies

The Disclosing Party reserves the right to seek injunctive relief and/or other legal remedies in the event of a breach of this Agreement.

8. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of Delaware, without regard to its conflict of laws principles.

9. Entire Agreement

This Agreement constitutes the entire understanding between the Parties and supersedes all prior agreements or understandings, whether written or oral, regarding the subject matter herein.