BREVILLE RESEARCH KITCHEN TERMS & CONDITIONS
By participating in the Breville Research Kitchen you are subject to and conditioned on agreement to the terms stated in the Breville Intellectual Property and Nondisclosure Agreement. By signing this agreement, you agree to: - Keep all information from the Breville Research Kitchen confidential - No photos, videos or comments regarding this community should be published or shared anywhere other than on this Platform. Please agree to these terms to continue:
Research Community Platform
Participant Nondisclosure and Intellectual Property Agreement
This Nondisclosure and Intellectual Property Agreement ("Agreement"), effective as of the Effective Date below, is between Breville Pty Ltd (ACN 000 092 928), with a principal place of business at Suite 2, 170-180 Bourke Road, 2015, Alexandria, NSW, together with its Affiliates ("Breville") and the individual named below ("Participant" or "Research Participant"), and relates to the engagement by Participant in certain product research activities ("Activities") conducted by Breville relative to various products manufactured and/or sold by Breville and/or third parties ("Products"). The Activities will be accomplished primarily online, via Breville's "Research Community Platform" at researchkitchen.breville.com.
In consideration of Breville allowing me to participate in the Activities, I understand and agree as follows:
Definitions: (a) "Intellectual Property Rights" means all rights resulting from intellectual activity, capable of protection by statute, common law or in equity and all rights and interests of a like nature, as well as documentation or materials relating to same. (b) "Background IP" means Intellectual Property Rights owned by, licensed to or under the control of Breville prior to the Effective Date of this Agreement. (c) "Research IP" means all Intellectual Property Rights, in whatever form, created or developed by or on behalf of Participant in the course of conducting the Activities (d) "Confidential Information" means all Background IP, all Research IP and any and all information about or concerning the Activities, the Product(s) and/or this Agreement. (e) "Purpose" means the participation, by Research Participant, on a non-exclusive basis, in the Activities.
Protection of Confidential Information. To the extent that, as part of and/or as a result of the Activities, Research Participant is provided with or accesses any Confidential Information of Breville, Participant agrees to preserve the confidential nature of, and to not disclose, such information to any third parties.
Ownership of Confidential Information and Intellectual Property. Research Participant acknowledges and agrees that (i) all Background IP is, and at all times remains, the sole property of Breville; (ii) all Research IP vests in Breville upon its creation; and (iii) Participant acquires no right, title or interest, and accordingly will not make any claim of ownership, in or to any Background IP, Research IP and/or Confidential Information by virtue of this Agreement or the Activities, including any modifications or improvements made to any Product(s) as a result of feedback or suggestions provided by Participant.
Use and Return of Confidential Information. Research Participant may use Confidential Information solely for the Purpose stated in this Agreement. Upon request by Breville, at any time, Participant must promptly return or destroy all records and materials, including those created by Participant, which contain or embody Confidential Information.
No Warranties. Participant acknowledges and agrees that all Confidential Information is provided on an "AS-IS" basis. To the maximum extent permitted by law, Breville expressly disclaims any and all warranties, express or implied, as to the quality, accuracy or completeness of the Confidential Information and excludes all responsibility or liability in connection with the provision of, or any purported reliance on, the Confidential Information by Research Participant or by any third party.
Term. This Agreement shall commence on the Effective Date and will continue in effect until such time as Breville provides Participant with a written, unconditional discharge signed by an authorized representative of Breville.
General. (a) This Agreement does not create a joint venture, partnership, agency or other formal relationship or entity of any kind between Breville and Research Participant and neither will have the authority to bind the other. (b) Any failure by Breville to enforce Participant's strict performance of any provision of this Agreement will not constitute a waiver of Breville's right to subsequently enforce such provision or any other provision of this Agreement. (c) In the event that any of the provisions of this Agreement shall be held to be invalid or unenforceable, the remaining portions hereof shall remain in full force and effect. (d) This Agreement shall be governed by and construed in accordance with the laws of New South Wales, Australia, without regard to any conflicts-of-law principles that would obtain a different result. Any action, suit or other legal proceeding in any way related to this Agreement shall be commenced only in the courts of the State of New South Wales. (e) This Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which together shall constitute one instrument. Any signed counterpart may be delivered by e-mail or other form of electronic transmission with the same effect as delivery of an originally signed document.