Simple NDA Template

Full Template

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NON-DISCLOSURE AGREEMENT

This Non-Disclosure Agreement ("Agreement") is entered into on [DATE] between:

Disclosing Party: [NAME]
Address: [ADDRESS]

and

Receiving Party: [NAME]
Address: [ADDRESS]

1. Purpose
The parties wish to explore a business relationship and, in connection with that relationship, may disclose confidential information.

2. Confidential Information
"Confidential Information" means any non-public business, financial, technical, commercial, or other information disclosed by the Disclosing Party, whether in writing, orally, or by any other means.

3. Obligations
The Receiving Party agrees to:
- keep the Confidential Information confidential;
- use the Confidential Information only for the Purpose described above; and
- not disclose the Confidential Information to any third party except to employees, contractors, or advisers who need to know it and are bound by confidentiality obligations.

4. Exclusions
Confidential Information does not include information that:
- is or becomes public through no fault of the Receiving Party;
- was lawfully known by the Receiving Party before disclosure;
- is lawfully received from a third party without breach of confidentiality; or
- is independently developed without use of the Confidential Information.

5. Required Disclosure
If the Receiving Party is required by law to disclose Confidential Information, it shall, where legally permitted, give prompt notice to the Disclosing Party.

6. Return or Deletion
Upon request, the Receiving Party shall promptly return or delete the Confidential Information, except where retention is required by law.

7. Term
This Agreement starts on the date above and continues for [TERM]. The confidentiality obligations continue for [2/3/5] years after disclosure.

8. Governing Law
This Agreement is governed by the laws of [JURISDICTION].

Signed:

________________________
[DISCLOSING PARTY NAME]

________________________
[RECEIVING PARTY NAME]