Confidentiality and Non-Disclosure

Scope

Your access to the Hawkesbury Motorcycles Supplier Portal ("the Portal") and the materials it contains ("Confidential Information") is provided on a Commercial-in-Confidence basis. This applies to all content within the Portal, including documentation, data templates, specifications, examples, and operational guidance.

Confidential Information

"Confidential Information" includes, but is not limited to:

• The contents of every documentation page on this Portal
• The CSV templates and specifications for each data flow
• The validation rules, error messages and operational thresholds described
• The structure of the onboarding process
• The identity of other suppliers or partners referenced (where applicable)
• Any other information marked or reasonably identifiable as confidential

Permitted use

You may use Confidential Information solely for the purpose of:

• Building, operating and maintaining your business's integration with Hawkesbury Motorcycles
• Internal training and capability-building of your own employees and authorised sub-processors
• Compliance, audit and record-keeping in the ordinary course of your business

No other use is permitted.

Restricted use

You expressly agree that you will not:

• Disclose Confidential Information to any third party other than your authorised employees and sub-processors who need it
• Share Confidential Information with any other retailer, distributor, dealership or competing business
• Use Confidential Information to benchmark, compare, or compete with Hawkesbury Motorcycles or against another Hawkesbury Motorcycles supplier
• Publish Confidential Information on any public website, social media, forum, blog or community
• Include Confidential Information in marketing material, case studies, sales decks or RFP responses
• Reverse-engineer, screenshot, transcribe or otherwise extract Confidential Information for redistribution
• Permit automated crawling, scraping or bulk download of the Portal

Sub-processors

You may disclose Confidential Information to your own authorised sub-processors (such as IT contractors building your integration) provided that:

• The disclosure is strictly necessary for the permitted use
• The sub-processor is bound to an equivalent confidentiality obligation
• You remain liable for the sub-processor's compliance
• The sub-processor does not also supply a competing dealership business

Standard of care

You will protect Confidential Information using at minimum the same standard of care you apply to your own confidential information, and in any case no less than a reasonable commercial standard.

Term

These obligations remain in effect for the duration of your relationship with Hawkesbury Motorcycles and for a period of five (5) years after termination, or for as long as the information remains confidential and commercially sensitive, whichever is longer.

Return or destruction

On termination of the supplier relationship, you will, within 90 days, either return all Confidential Information to Hawkesbury Motorcycles or destroy it (and confirm destruction in writing), subject to your own statutory record-keeping requirements.

Breach notification

If you become aware of any unauthorised disclosure or use of Confidential Information, you will notify Hawkesbury Motorcycles immediately at security@hawkesbury.motorcycles and cooperate with our investigation. See also Incident response.

Remedies

You acknowledge that breach of these obligations may cause irreparable harm for which monetary damages would be inadequate, and that Hawkesbury Motorcycles is entitled to seek injunctive relief in addition to any other remedies available at law.

Audit rights

Hawkesbury Motorcycles reserves the right to audit your use of Confidential Information, on reasonable notice, for the purposes of verifying compliance with these terms. Such audits will be conducted with appropriate care for your own confidentiality.

No licence

Nothing in these terms grants any licence, title or interest in any intellectual property in the Confidential Information.

Governing law

These terms are governed by the laws of New South Wales, Australia. The parties submit to the exclusive jurisdiction of the courts of New South Wales.

Renewal

These terms are subject to a 12-monthly renewal acknowledgement by your Primary admin. A missed renewal pauses portal access until acknowledged.