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    Paper 7

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    Mansi
    This non-disclosure agreement defines confidential information and obligations of the receiving party to maintain confidentiality. It also outlines exclusions from confidentiality and terms for termination.

    Copyright:

    © All Rights Reserved
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    Paper 7

    Uploaded by

    Mansi
    6 views2 pages
    This non-disclosure agreement defines confidential information and obligations of the receiving party to maintain confidentiality. It also outlines exclusions from confidentiality and terms for termination.

    Original Description:

    This Non-Disclosure Agreement (the "Agreement") is made and entered into as of [DATE] (the "Effective Date") by and between [DISCLOSING PARTY NAME] (the "Disclosing Party") and [RECEIVING PARTY NAME] (the "Receiving Party") (collectively, the "Parties").

    Copyright

    © © All Rights Reserved

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    This non-disclosure agreement defines confidential information and obligations of the receiving party to maintain confidentiality. It also outlines exclusions from confidentiality and terms for termination.

    Copyright:

    © All Rights Reserved
    Download as DOCX, PDF, TXT or read online from Scribd
    Download as docx, pdf, or txt
    6 views2 pages

    Paper 7

    Uploaded by

    Mansi
    This non-disclosure agreement defines confidential information and obligations of the receiving party to maintain confidentiality. It also outlines exclusions from confidentiality and terms for termination.

    Copyright:

    © All Rights Reserved
    Download as DOCX, PDF, TXT or read online from Scribd
    Download as docx, pdf, or txt
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    Non-Disclosure Agreement (NDA)

    This Non-Disclosure Agreement (the "Agreement") is made and entered into as of [DATE]
    (the "Effective Date") by and between [DISCLOSING PARTY NAME] (the "Disclosing Party")
    and [RECEIVING PARTY NAME] (the "Receiving Party") (collectively, the "Parties").
    1. Definitions
    1.1. "Confidential Information" means any and all non-public, proprietary information of the
    Disclosing Party, whether in oral, written, electronic, or other form, that is disclosed to the
    Receiving Party, including but not limited to: trade secrets, business plans, marketing
    strategies, financial information, product designs, source code, and other technical,
    business, or financial information.
    1.2. Confidential Information does not include information that: (a) is or becomes publicly
    available through no fault of the Receiving Party; (b) was rightfully in the Receiving Party's
    possession prior to disclosure by the Disclosing Party; (c) is independently developed by the
    Receiving Party without use of the Disclosing Party's Confidential Information; or (d) is
    rightfully obtained by the Receiving Party from a third party without restriction on use or
    disclosure.
    2. Obligations of the Receiving Party
    2.1. The Receiving Party shall: (a) hold the Confidential Information in strict confidence and
    not disclose or reveal it to any third party; (b) use the Confidential Information solely for the
    purpose of [PURPOSE OF AGREEMENT]; and (c) protect the Confidential Information with
    the same degree of care that it uses to protect its own confidential information, but in no
    event less than a reasonable standard of care.
    2.2. The Receiving Party may disclose Confidential Information to its employees, agents, or
    representatives who have a need to know such information for the purpose of this
    Agreement, provided that such individuals are bound by confidentiality obligations no less
    restrictive than those contained herein.
    3. Exclusions from Confidentiality
    3.1. The obligations of the Receiving Party under this Agreement shall not apply to
    Confidential Information that: (a) is or becomes publicly available through no fault of the
    Receiving Party; (b) was rightfully in the possession of the Receiving Party prior to its
    disclosure by the Disclosing Party; (c) is independently developed by the Receiving Party
    without use of the Disclosing Party's Confidential Information; or (d) is required to be
    disclosed by law, regulation, or court order, provided that the Receiving Party gives the
    Disclosing Party prompt written notice of such requirement and cooperates with the
    Disclosing Party's efforts to obtain a protective order or other appropriate relief.
    4. Term and Termination
    4.1. This Agreement shall remain in effect for a period of [TERM LENGTH] from the Effective
    Date, unless earlier terminated by either Party upon [NOTICE PERIOD] written notice to the
    other Party.
    4.2. Upon termination or expiration of this Agreement, the Receiving Party shall promptly
    return or destroy all Confidential Information in its possession or control and certify such
    return or destruction in writing to the Disclosing Party.
    5. Miscellaneous
    5.1. This Agreement shall be governed by and construed in accordance with the laws of
    [JURISDICTION].
    5.2. This Agreement constitutes the entire agreement between the Parties with respect to the
    subject matter hereof and supersedes all prior or contemporaneous oral or written
    agreements concerning such subject matter.
    5.3. This Agreement may not be amended or modified except by a written instrument signed
    by both Parties.
    IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective
    Date.
    [DISCLOSING PARTY NAME]
    By: _____________________________
    Name: __________________________
    Title: ___________________________
    [RECEIVING PARTY NAME]
    By: _____________________________
    Name: __________________________
    Title: ___________________________

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