NDA Generator
Enter Party Information
Define Agreement Scope
Generated Non-Disclosure Agreement
(Each a "Party" and collectively the "Parties").
1. Purpose. The Parties wish to engage in discussions concerning the following purpose: ${d.purpose} (the "Purpose"). In connection with the Purpose, the Disclosing Party may disclose certain confidential information to the Receiving Party.
2. Confidential Information. "Confidential Information" means any information, technical data, or know-how, including, but not limited to, that which relates to research, product plans, products, services, customers, markets, software, developments, inventions, processes, designs, drawings, engineering, hardware configuration information, marketing or finances, which is disclosed by the Disclosing Party to the Receiving Party. Confidential Information does not include information which (a) is known to the Receiving Party at the time of disclosure; (b) has become publicly known and made generally available through no wrongful act of the Receiving Party; or (c) has been rightfully received by the Receiving Party from a third party who is authorized to make such disclosure.
3. Non-Disclosure. The Receiving Party agrees not to use any Confidential Information for any purpose except for the Purpose. The Receiving Party will not disclose any Confidential Information to third parties. The Receiving Party shall take all reasonable measures to protect the secrecy of and avoid disclosure or unauthorized use of the Confidential Information.
4. Term. The obligations of this Agreement shall be binding for a period of ${d.term} years from the Effective Date.
5. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of ${d.state}, without regard to its conflict of laws principles.
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date.
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DISCLOSING PARTY: By: _________________________ Name: _______________________ Title: ________________________ |
RECEIVING PARTY: By: _________________________ Name: _______________________ Title: ________________________ |
