OpenStreetMap Non-Disclosure
Agreement
Thank you for agreeing to assist with the OpenStreetMap effort. In connection with your activities on behalf of theOSM community, you may be exposed to nonpublic information, such as internal discussions or documents related
to OSM's or a third party's future plans or budgetary information, or personal data about members of the OSM
community or the people we deal with. Because of the sensitivity of such information, we ask you to sign this nondisclosure agreement (the “Agreement”) before you begin to assist with OSM.
This Agreement is entered into as of the date it was last executed, as indicated below (the “Effective Date”), between
the undersigned ("you" or "your") and the OpenStreetMap Foundation (“OSMF”).
1. Definition. Confidential Information is defined as information disclosed (whether in oral, written, graphic,
electronic any other form) to you by the OSMF or a third party that is designated as confidential or that, given thenature of the information or the circumstances surrounding its disclosure, reasonably should be considered asconfidential including, but not limited to: (a) personal data about any individual, including but not limited to whether
they are involved with OSM, and (b) OSMF and third party plans, projections, financial information, data, partners,suppliers and existing and/or proposed products. Confidential Information does not include information that: (a) you
already knew when you received it; (b) is or becomes public through no fault of yours; (c) you independently
develop; or (d) is rightfully given to you by another party.
2. Limitations on Use and Disclosure. Except as expressly permitted by a duly authorized agent of the OSMF,
Confidential Information may be used solely in connection with OSMF-approved activities. Confidential Information
may only be disclosed to third parties who have a need to know such information in furtherance of OSMF activities
and who have agreed in writing to keep it confidential. You agree to protect Confidential Information with at least thesame standard of care (but no less than a reasonable standard of care) that you use to protect your own confidential
information. Your obligation to protect Confidential Information does not restrict you from disclosures pursuant to theorder of a court, administrative agency, or other governmental body, provided that reasonable notice and assistanceis given to the OSMF, if allowed by law, to enable the OSMF to notify the original discloser and/or to contest the order.
3. No Attorney-Client Relationship. If you are an attorney, the OSMF agrees that neither this Agreement nor yourefforts on behalf of the OSMF creates an attorney-client relationship between you and the OSMF or any committee ororganization associated with the OSMF. Creation of any such relationship would require an explicit, writtenagreement between you and the OSMF stating that an attorney-client relationship is established and containing theterms of that relationship.
4. Board Members. If you are an OSMF board member, your applicable rights and responsibilities under theUnited Kingdom Companies Act (and any related laws, regulations or other governmental issuances withbinding legal force and effect) and as an OSMF fiduciary supersede any contrary terms in this Agreement.
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5. Other Terms. This Agreement terminates automatically when you are no longer assisting the OSMF. The
requirements in paragraph 2 above will survive the termination of this Agreement and are binding upon you for 3years after your receipt of Confidential Information. This Agreement is governed by, and construed in accordance
with, English law, without regard to conflicts of law provisions. The courts of England shall have exclusive jurisdiction
in relation to any claim, dispute or difference concerning this Agreement and any matter arising from it. Each party
irrevocably waives any right it may have to object to any action being brought in those courts, to claim that the action
has been brought in any inconvenient forum, or to claim that those courts do not have jurisdiction. Due to theirreparable injury that the OSMF will suffer in the event of an unauthorized disclosure of Confidential Information, thatno remedy at law will afford adequate protection against, the parties agree the OSMF shall be entitled to specificperformance of your obligations under this Agreement as well as such further injunctive relief as may be granted by acourt of competent jurisdiction.

Signed:OpenStreetMap Foundation
Signature: ______________________

Signature: ___________________________

Name: _________________________(print name)

Name: ______________________________(print name)Title:_________________________(print title)

Title:

Date:_________________________

Date: ____________________________________________________________(print title)

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