Non Disclosure Agreement Template

The parties to Non Disclosure Agreement Template are __________(hereinafter_________) and
     (hereinafter ______________).  Both parties have concluded that the following understanding will establish the conditions under which the Proprietary Information can be disclosed or exchanged.


agreed:  For and in consideration of the mutual understandings by_______and___, it is hereby

1. __________“Proprietary Information” is information owned or controlled by________, for which
      __________has the right to prevent dissemination, and that may comprise confidential and proprietary information. _________'s Proprietary Information relates to____________.

      "Proprietary Information" is information owned or controlled by__________which
      __________has the right to prevent dissemination, and may comprise confidential and proprietary information.___________ 's  Proprietary Information relates to___________.



4.      It is understood by the parties that this obligation of confidentiality shall not apply to information which:

a.    is published or becomes published or otherwise is or becomes generally available to the public through no breach of Nondisclosure Agreement Template by RECIPIENT; or  ....................


 
7. Non disclosure agreement template shall be governed by and construed in accordance with the laws of the State of
_________ and any action brought to enforce any provision or obligation hereunder shall be brought
in a court of competent jurisdiction in the State of _____. The prevailing party in any such proceeding
shall be entitled to receive from the other party all reasonable attorneys’ fees incurred by such
prevailing party and all costs reasonably incurred in connection therewith

9. Neither party shall have the right to assign or otherwise transfer its rights or obligations under nondisclosure agreement template, in whole or in part, without the prior written consent of the other party.

10. Each party warrants that it has the right to make the disclosures under non-disclosure agreement template. NO OTHER
WARRANTIES, INCLUDING WARRANTIES AGAINST INFRINGEMENT, ARE MADE
UNDER NON DISCLOSURE  AGREEMENT. ANY INFORMATION EXCHANGED UNDER Non Disclosure Agreement Template IS PROVIDED “AS IS”.
The period of time during which the parties may disclose Proprietary Information to each other
under the terms of Nondisclosure Agreement Template shall be one (1) year from the effective date of Nondisclosure Agreement , or as
extended by written modification. Nondisclosure Agreement Template may be terminated upon thirty (30) days advance
written notice to the other party. Termination of Non-Disclosure Agreement Template shall not extinguish any obligations
accrued hereunder at the time of termination, and such obligations shall survive termination to the extent

necessary to permit their complete fulfillment or discharge. The effective date of Non Disclosure Agreement Template shall be determined by the date affixed hereto by the party last signing Nondisclosure Agreement.

_____________________________                       _______________________

BY:__________________________                      BY: _______________________________

PRINTED NAME: _________________                PRINTED NAME: ___________________

TITLE: __________________________                TITLE: _____________________________

DATE: __________________________                DATE: ______________________________