Non Disclosure Agreement Template Word Australia

NON-DISCLOSURE AGREEMENT

THIS AGREEMENT is made on this ______ day of ___________, 20.

BETWEEN:

[___________] (ACN/ABN: _____________) of [_______________________________________________] (“Disclosing Party”)

AND

[___________] (ACN/ABN: _____________) of [_______________________________________________] (“Receiving Party”)

(Collectively referred to as the “Parties” and individually as a “Party”)

---

1. DEFINITION OF CONFIDENTIAL INFORMATION

“Confidential Information” means all non-public, proprietary, or confidential information disclosed by the Disclosing Party to the Receiving Party, whether orally, in writing, or electronically, relating to the business, finances, technology, trade secrets, clients, or operations of the Disclosing Party, including but not limited to [_________________________________________________].

2. OBLIGATIONS OF THE RECEIVING PARTY

The Receiving Party agrees: a) To hold all Confidential Information in strict confidence and to take all reasonable precautions to protect it; b) To use the Confidential Information solely for the purpose of [_________________________________________________] (the “Purpose”); c) Not to disclose, publish, or otherwise make available the Confidential Information to any third party without the prior written consent of the Disclosing Party; and d) To restrict access to the Confidential Information to those employees or consultants who have a specific need to know and who are bound by confidentiality obligations at least as restrictive as those contained herein.

3. EXCLUSIONS

Confidential Information does not include information that: a) Is or becomes public knowledge through no fault of the Receiving Party; b) Was in the Receiving Party’s possession prior to disclosure by the Disclosing Party; c) Is independently developed by the Receiving Party without reference to the Confidential Information; or d) Is required to be disclosed by law or court order, provided the Receiving Party gives prompt notice to the Disclosing Party.

4. DURATION

The obligations of confidentiality under this Agreement shall remain in effect for a period of ______ years from the date of disclosure of the Confidential Information.

5. RETURN OR DESTRUCTION OF MATERIALS

Upon the written request of the Disclosing Party or upon the completion of the Purpose, the Receiving Party shall promptly return or destroy all documents and materials containing Confidential Information, including all copies thereof, and certify such destruction in writing to the Disclosing Party.

6. GOVERNING LAW AND JURISDICTION

This Agreement shall be governed by and construed in accordance with the laws of the State/Territory of [____________________], Australia. The Parties submit to the exclusive jurisdiction of the courts of said State/Territory.

7. REMEDIES

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

---

EXECUTED AS AN AGREEMENT

SIGNED for and on behalf of [Disclosing Party Name]:

---

Signature of Authorised Representative

---

Name of Signatory

---

Date

SIGNED for and on behalf of [Receiving Party Name]:

---

Signature of Authorised Representative

---

Name of Signatory

---

Date