Confidentiality and Non-Disclosure Agreement (NDA)

Confidentiality and Non-Disclosure Agreement

Title: Confidentiality and Non-Disclosure Agreement

Date of Agreement:

Event Date and Location:

Parties Involved:

• Disclosing Party:

• Receiving Party:

Purpose of Agreement

This Confidentiality and Non-Disclosure Agreement (NDA) establishes the terms under which the Receiving Party agrees to protect sensitive, proprietary, or confidential information the Disclosing Party shares. This agreement aims to safeguard the integrity of proprietary knowledge, prevent unauthorized disclosure, and ensure the Receiving Party's compliance with the terms outlined herein.

Scope of Confidential Information

Confidential information covered under this agreement includes, but is not limited to:

• Trade secrets, business strategies, marketing plans, financial information, and client data.

• Personal details, unpublished works, and proprietary knowledge shared verbally, in writing, or electronically.

• Any other information explicitly identified as confidential.

Obligations of the Receiving Party

The Receiving Party agrees to:

• Protect all confidential information with the same level of care as their confidential information but no less than a reasonable standard of care.

• Use confidential information solely for (e.g., participating in an event, fulfilling contractual obligations).

• Prevent unauthorized access, copying, or disclosure of confidential information.

The Receiving Party shall not:

• Disclose any confidential information to third parties without prior written consent from the Disclosing Party.

• Use confidential information for personal gain or any purpose outside the scope of this agreement.

Exclusions from Confidential Information

The obligations of confidentiality do not apply to information that:

• Is publicly available at the time of disclosure or becomes publicly available through no fault of the Receiving Party.

• The Receiving Party independently develops without reference to the confidential information.

• Is disclosed to the Receiving Party by a third party legally authorized to disclose such information.

• Is required to be disclosed by law or court order, provided the Receiving Party notifies the Disclosing Party promptly and cooperates to seek a protective order.

Term and Termination

This agreement remains in effect:

• From the date of execution until (e.g., 2 years from the date of disclosure) unless extended or terminated by mutual consent.

Upon termination of this agreement, the Receiving Party must:

• Return or destroy all confidential information materials upon request by the Disclosing Party.

Disclaimer and Waiver of Liability

The Disclosing Party provides confidential information "as is" without any warranties, express or implied, regarding its accuracy or completeness. The Disclosing Party shall not be held liable for any damages resulting from the Receiving Party's misuse or unauthorized disclosure of confidential information.

By signing this agreement, the Receiving Party assumes full responsibility for protecting the confidential information and releases the Disclosing Party from liability for claims arising from disclosing or using such information under lawful and agreed-upon terms.

Submission and Digital Receipt Clause

By signing this agreement, the Receiving Party:

• Confirms their understanding and acceptance of all terms outlined above.

• Acknowledges that this agreement, once signed, will be submitted electronically and considered binding.

• Will receive a copy of the signed agreement at the email address provided below.

Email Address for Receipt of Agreement:

Signature Section

Disclosing Party Name:

Disclosing Party Signature:

Date:

Receiving Party Name:

Receiving Party Signature:

Date:

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