Article 1 (Purpose)

The purpose of this agreement is to stipulate the necessary matters to maintain and protect the confidentiality of information provided by Seegene Inc. (hereinafter referred to as "Seegene") to users (hereinafter referred to as "Users") using TheGene service (hereinafter referred to as "the Service").

Article 2 (Formation of Confidentiality Agreement)

By agreeing to this agreement, a confidentiality agreement regarding the use of the Service is formed between Seegene and the User.

Article 3 (Scope of Confidential Information)

"Confidential Information" in this agreement refers to all information that is not disclosed to the public, including all documents related to management, technology, intellectual property rights, and trade secrets. This includes (i) all information provided by Seegene to the User within the Service, such as know-how, technology, processes, drawings, designs, codes, experiments, prototypes, specifications, data, programs, specifications, ideas, business information, management information, personal information, etc., or (ii) all information derived from the aforementioned information, regardless of whether it is in original or copy form, tangible or intangible, and regardless of its recording format.

Article 4 (Obligations of Confidentiality)

  1. The User shall use the Confidential Information only for the purpose of using the Service and shall not reproduce, modify, store, transform, or analyze the Confidential Information beyond the scope necessary for performing the related tasks.
  2. The User shall not provide the Confidential Information to any third party without prior written consent from Seegene.
  3. Information that falls under any of the following categories shall not be considered Confidential Information or shall be deemed not subject to confidentiality obligations:
    • Information already known to the User before being provided by Seegene.
    • Information that becomes publicly known without the User's intentional or negligent act.
    • Information lawfully provided by a third party to the User.
    • Information independently developed or acquired by the User without relation to the Confidential Information.
    • Information that is compelled to be disclosed by a court or other public authority's judgment, order, or relevant laws.
  4. If the User discloses Confidential Information pursuant to item 5 of paragraph 3, the User shall immediately notify Seegene in writing of such disclosure and allow Seegene to take appropriate protective and responsive measures.
  5. The User shall manage and protect the Confidential Information with due care.
  6. If the User obtains prior written consent from Seegene pursuant to paragraph 2, the User shall enter into a separate confidentiality agreement with the third party to whom the Confidential Information is to be provided, for the purpose of maintaining and protecting the Confidential Information, before providing the Confidential Information.
  7. If the User discloses or provides Confidential Information to a third party pursuant to paragraph 6, the User shall ensure that the third party complies with the confidentiality obligations under this Article and shall be liable for any damages arising from the third party's breach of such obligations.

Article 5 (Confidentiality Period)

The User shall comply with the confidentiality obligations under this agreement for six years from the date Seegene provides the Confidential Information to the User.

Article 6 (Warranty)

  1. Seegene provides the Confidential Information as is at the time of provision and does not warrant the accuracy, completeness, suitability for the Service, or non-infringement of third-party rights of the Confidential Information.
  2. Seegene shall not be liable for any results arising from the User's use of the Confidential Information.

Article 7 (Return and Destruction)

The User shall destroy the original, copies, and any documents, materials, data, etc., created using the Confidential Information without delay upon the occurrence of any of the following:

  • When the User terminates (withdraws from) the Service.
  • When the related tasks within the Service are terminated, completed, or suspended.
  • When Seegene requests in writing at any time.

Article 8 (Ownership of Rights, etc.)

  1. All rights to the Confidential Information provided to the User within the Service belong to Seegene.
  2. This agreement shall not be construed as granting any rights or licenses to the Confidential Information to the User under any circumstances.
  3. This agreement shall not imply or compel the parties to enter into any definitive contract, sale or purchase of products, or grant of licenses in the future, nor shall it prohibit or restrict Seegene from entering into any transactions or contractual relationships with third parties regarding the Confidential Information.

Article 9 (Compensation for Damages and Indemnification)

  1. If the User breaches the confidentiality obligations under this agreement and causes damage to Seegene, the User shall compensate Seegene for such damage and bear the related responsibilities.
  2. The User agrees that a breach of this agreement may cause irreparable harm to Seegene, for which monetary compensation alone may not be sufficient, and therefore agrees that Seegene has the right to seek appropriate legal remedies, such as injunctions or specific performance orders, in addition to monetary compensation. The User acknowledges that all requirements for such remedies, such as the right to be preserved and the necessity of preservation, are met.
  3. Neither party shall be liable for any failure or delay in performing its obligations under this agreement due to force majeure events such as natural disasters, war, revolution, or government regulations.

Article 10 (Prohibition of Assignment of Rights)

Neither party may assign any rights or obligations under this agreement to any third party, directly or indirectly, without the prior written consent of the other party. Any assignment of rights and obligations made without prior written consent shall be null and void and of no effect.

Article 11 (Dispute Resolution)

  1. This agreement shall be governed by and interpreted in accordance with the laws of the Republic of Korea.
  2. The parties shall endeavor to resolve any disputes arising from or related to the interpretation, validity, or performance of this agreement amicably through mutual consultation.
  3. Notwithstanding paragraph 2, if either party does not wish to agree or if the dispute is not resolved amicably, the Seoul Central District Court shall have exclusive jurisdiction as the court of first instance to resolve the dispute.