Non Disclosure Agreement for Relationship Template

NON-DISCLOSURE AND CONFIDENTIALITY AGREEMENT

This Non-Disclosure and Confidentiality Agreement (the "Agreement") is entered into as of [___________] (the "Effective Date") by and between:

Disclosing Party: [________________________________________________] with a primary address of [________________________________________________] ("Disclosing Party"), and

Receiving Party: [________________________________________________] with a primary address of [________________________________________________] ("Receiving Party").

(Collectively referred to as the "Parties").

1. PURPOSE

The Parties acknowledge that in the course of their relationship, whether personal, professional, or social, the Disclosing Party may share or grant access to sensitive, private, or proprietary information, including but not limited to personal history, financial data, professional ventures, trade secrets, or private communications ("Confidential Information"). The Parties enter into this Agreement to ensure the protection of said information.

2. DEFINITION OF CONFIDENTIAL INFORMATION

"Confidential Information" shall include all information, whether oral, written, electronic, or otherwise, disclosed by the Disclosing Party to the Receiving Party that is designated as confidential or should reasonably be understood to be confidential given the nature of the information and the circumstances of disclosure.

3. OBLIGATIONS OF THE RECEIVING PARTY

The Receiving Party agrees to:

• (a) Maintain the Confidential Information in the strictest confidence and take all reasonable precautions to prevent unauthorized disclosure;
• (b) Use the Confidential Information solely for the purpose of maintaining the relationship between the Parties;
• (c) Not disclose, publish, or otherwise disseminate the Confidential Information to any third party without the prior written consent of the Disclosing Party;
• (d) Not use the Confidential Information for personal gain, commercial advantage, or to the detriment of the Disclosing Party.

4. EXCLUSIONS

Confidential Information does not include information that:

• (a) Is or becomes generally available to the public through no breach of this Agreement by the Receiving Party;
• (b) Was in the Receiving Party’s possession prior to disclosure by the Disclosing Party;
• (c) Is required to be disclosed by law, regulation, or court order, provided the Receiving Party gives the Disclosing Party prompt notice of such requirement.

5. TERM AND TERMINATION

This Agreement shall remain in effect for a period of [___________] years from the Effective Date. The obligations regarding the protection of Confidential Information shall survive the termination of this Agreement and the relationship between the Parties for a period of [___________] years.

6. REMEDIES

The Receiving Party acknowledges that any breach of this Agreement may cause irreparable harm to the Disclosing Party for which monetary damages may be inadequate. Accordingly, the Disclosing Party shall be entitled to seek injunctive relief in addition to any other remedies available at law or in equity.

7. GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State/Province of [___________]. Any disputes arising hereunder shall be subject to the exclusive jurisdiction of the courts located in [___________].

8. ENTIRE AGREEMENT

This Agreement constitutes the entire understanding between the Parties regarding the subject matter hereof and supersedes all prior discussions or representations. Any amendments must be made in writing and signed by both Parties.

IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date first written above.

DISCLOSING PARTY:

Signature: ___________________________ Printed Name: [_____________________] Date: [_____________________________]

RECEIVING PARTY:

Signature: ___________________________ Printed Name: [_____________________] Date: [_____________________________]