Non-Disclosure Agreement Template

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Non Disclosure Agreement
Jim Clark Co
Non-Disclosure Agreement

agreement

This Nondisclosure Agreement ("Agreement") is made and entered into on , by and between:
Participants
Receiving Party

John Doe

123 Main St

New York, Ny 10012

[email protected]

(212) 555-1212

Disclosing Party

Jim Clark

3445 Ravenwood Dr

College Park, GA 30349

[email protected]

(404) 763-3294
Terms
1. Purpose

The Disclosing Party agrees to disclose certain confidential and proprietary information to the Receiving Party solely for the purpose of:

2. Definition of Confidential Information

For the purposes of this Agreement, “Confidential Information” shall include, but not be limited to: financial information, customer lists, pricing strategies, business plans, trade secrets, proprietary technology, designs, inventions, software, data, marketing plans, operations, and all written, oral, or electronic materials or information shared in connection with the stated purpose.

Disclosure of Confidential Information to the following third parties is permitted, provided they are subject to confidentiality obligations no less restrictive than those in this Agreement:

Permitted use of the Confidential Information shall be limited exclusively to the performance of the Receiving Party’s obligations related to the above-stated purpose and shall not be used for any other purpose without the prior written consent of the Disclosing Party.

3. Exclusions from Confidential Information

This Agreement does not apply to information that:
Was in the Receiving Party’s possession prior to disclosure;
Is or becomes publicly available through no fault of the Receiving Party;
Is rightfully received from a third party without restriction;
Is independently developed without use of or reference to the Disclosing Party’s information.

4. Term and Duration

This Agreement shall commence on the date stated above and shall remain in effect for a period of:
One (1) year
Two (2) years
Other:

Confidentiality obligations shall survive termination and remain in effect until the expiration of the term specified above, or longer as required by applicable law.

5. Legal Disclosure

The Receiving Party may disclose Confidential Information as required by law, court order, or governmental regulation, provided that the Receiving Party gives the Disclosing Party prompt written notice and reasonably cooperates to limit the extent of such disclosure.

6. Handling and Return of Confidential Information

Upon termination of this Agreement or upon the written request of the Disclosing Party, the Receiving Party shall:
Promptly return or destroy all Confidential Information in its possession;
Permanently delete all digital versions of such information;
Certify in writing that such return or destruction has occurred.

7. Non-Solicitation (Optional)

For a period of months following the termination of this Agreement, the Receiving Party agrees not to solicit, recruit, or hire any employee or contractor of the Disclosing Party without the Disclosing Party’s prior written consent.

8. Termination

Either Party may terminate this Agreement with days’ written notice to the other Party. Termination shall not relieve either Party of their obligations with respect to Confidential Information disclosed prior to termination.

9. Amendments

No amendment or modification of this Agreement shall be valid unless made in writing and signed by authorized representatives of both Parties.

10. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of .

11. Entire Agreement

This document contains the entire agreement between the Parties regarding the subject matter herein and supersedes all prior oral and written agreements.

IN WITNESS WHEREOF, the Parties have executed this Non-Disclosure Agreement as of the dates written above.
Signatures
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John Doe

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Jim Clark

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In today's business world, ideas are like gold! Companies work hard to develop unique concepts and inventions. But how do you keep those secrets safe? That's where Non-Disclosure Agreements (NDAs) come in.

Think of an NDA as an agreement to keep information confidential. These agreements keep your ideas from being shared with the wrong people. They're also known by other names like Confidentiality Agreements (CAs) or Proprietary Information Agreements (PIAs), but they all boil down to the same thing: keeping inside knowledge a secret!

What is a Non-Disclosure Agreement?

Imagine you have a brilliant business idea that's the next big thing! But to develop it, you might need to share some details with other people. That's where a Non-Disclosure Agreement (NDA) helps.

An NDA is an agreement between two or more parties that says: "Hey, I'm sharing some secret information with you, and you can't tell anyone else." This ensures your ideas are safe while you collaborate or get things moving.

The agreement spells out exactly what information is confidential and what the other person can (and can't) do with it.

Why Are Non-Disclosure Agreements Important?

Don't want your brilliant ideas to leak? NDAs are like putting a lock on them! Here's why they're so important:

Protecting Intellectual Property: Imagine a revolutionary new gadget you're developing. An NDA ensures details about it don't leak to competitors, giving you a head start in the market.
Protecting Your Business Interests: Maybe you have a secret marketing strategy or a special formula for your product. An NDA prevents this sensitive information from falling into the wrong hands.
Building Trust During Deals: Negotiations can involve sharing sensitive information. An NDA creates a safe space for open communication, knowing your ideas won't be misused.

NDAs ensure you can share valuable information without the risk of losing your competitive edge.

Who Needs a Non-Disclosure Agreement?

Non-Disclosure Agreements (NDAs) aren't just for big corporations! Anyone with confidential information can benefit from an NDA. Here are some situations where NDAs come in handy:

Companies and Employees: Businesses often share confidential details with their teams. An NDA ensures everyone understands what information is secret and how to keep it that way.
Selling Your Business: Thinking of selling your company? An NDA protects your valuable data from falling into the wrong hands during negotiations with potential buyers.
Protecting Your Ideas: Inventors and designers must often share their genius ideas with potential partners or investors. An NDA protects their creative concepts from being copied by others.

If you have something valuable to share but want to keep it confidential, an NDA is a hidden gem!

When to Use a Unilateral NDA versus a Mutual NDA?

There are two main types of NDAs, and knowing the difference is key!

Unilateral NDA: Imagine you have a secret recipe for the best cookies in town! If you share it with your new baker, you'd want them to keep it quiet, right? That's a unilateral NDA. In this scenario, you (the discloser) share confidential information, and the baker (the receiver) promises not to reveal it.
Mutual NDA: Now imagine you're partnering with another bakery to create a new dessert. Both of you would be sharing secret recipes. This calls for a mutual NDA. Here, both parties act as disclosers and receivers, agreeing to keep each other's secret ingredients confidential.

Choose a unilateral NDA if only one party has secrets to share. Use a mutual NDA if both parties put their secret sauce on the table!

What Can Happen If an NDA Is Violated?

Non-Disclosure Agreements (NDAs) are an agreement to keep information confidential. But what happens if someone breaks that agreement? Here's the deal:

Lawsuits: Breaking an NDA could get you in serious trouble and possibly sued for financial damages. The injured party (the one who shared the secret info) can sue the other person for damages.
Valid Agreements Matter: For an NDA to hold up in court, it needs to be clear and follow the law. Imagine an NDA with confusing wording—that might be a get-out-of-jail-free card for someone who breaks it.
Public Knowledge is Fair Game: NDAs can't protect information that everyone already knows or information that can't be legally kept secret.

The Benefits of Sending the Agreement Online

Imagine needing someone to sign an NDA, but you're both swamped. Traditional paper agreements can be a hassle. Printing, signing, scanning, then emailing takes forever!

So simplify the process with Butterscotch's customizable templates! Here's why you'll love us:

Templates On Demand: Add the info you need, change whatever sections don't work, and make the template fit your needs. You can even personalize your contract by adding your personal branding.
Send with a Click: Forget printing, scanning, and mailing. Securely send contracts electronically!
Electronic Signatures: Get them signed with electronic signatures by all parties from anywhere.
Status Tracking: Monitor the status of every contract at a glance, from changes made and when another party has signed.
Centralized Storage: All your documents are securely stored in one digital location, accessible anytime, anywhere.

By incorporating NDAs into your workflow, you ensure your ideas and confidential information are protected. This creates an atmosphere for collaboration and helps your business grow with confidence!

Non-Disclosure Agreement Template