Consultant Non-Disclosure Agreement

{{company_name}}

{{company_address}}

Phone: {{phone}} | Email: {{email}} | Web: {{website}}

Consultant Non-Disclosure Agreement

Consultant Non-Disclosure Agreement

{{company_name}} {{company_address}} Phone: {{company_phone}} Email: {{company_email}} Website: {{company_website}}

CONSULTANT NON-DISCLOSURE AGREEMENT

This Non-Disclosure Agreement (the "Agreement") is made and entered into as of {{date_of_agreement}}, by and between:

{{company_name}}, a company duly incorporated under the laws of {{country_of_incorporation}}, with its principal place of business at {{company_address}} (hereinafter referred to as the "Disclosing Party"); and

{{consultant_name}}, (ID/Passport No. {{consultant_id_number}}), an individual/entity with its principal place of business/residential address at {{consultant_address}} (hereinafter referred to as the "Receiving Party").

The Disclosing Party and the Receiving Party are hereinafter collectively referred to as the "Parties" and individually as a "Party".

1. Purpose

The Parties wish to explore a potential business relationship concerning {{purpose_of_nda_brief_description}} (the "Purpose"). In the course of exploring this Purpose, the Disclosing Party may disclose certain confidential and proprietary information to the Receiving Party.

2. Definition of Confidential Information

"Confidential Information" shall mean any and all technical and non-technical information provided by the Disclosing Party to the Receiving Party in any form, including but not limited to, financial data, business plans, product specifications, marketing strategies, customer lists, trade secrets, software, designs, algorithms, formulas, inventions, discoveries, improvements, research, development, and any other information that is designated as confidential or would reasonably be understood to be confidential given the nature of the information and the circumstances of disclosure. Confidential Information may be disclosed orally, visually, in writing, electronically, or by any other means.

3. Exclusions from Confidential Information

Confidential Information does not include information that:

a) is or becomes publicly available without breach of this Agreement by the Receiving Party;

b) was known by the Receiving Party prior to its disclosure by the Disclosing Party, without breach of any obligation of confidentiality;

c) is independently developed by the Receiving Party without use of or reference to the Disclosing Party's Confidential Information;

d) is rightfully received by the Receiving Party from a third party without restriction on disclosure and without breach of any obligation of confidentiality.

4. Obligations of the Receiving Party

The Receiving Party agrees:

a) to hold the Confidential Information in strict confidence and to take all reasonable steps to protect it from unauthorized disclosure;

b) not to disclose or permit disclosure of the Confidential Information to any third party without the prior written consent of the Disclosing Party;

c) not to use the Confidential Information for any purpose other than the Purpose described in clause 1 herein;

d) to limit access to the Confidential Information to its employees, agents, or sub-contractors who have a need to know such information for the Purpose and who are bound by confidentiality obligations no less stringent than those contained in this Agreement.

e) to notify the Disclosing Party immediately upon discovery of any unauthorised use or disclosure of Confidential Information.

5. Term and Termination

This Agreement shall commence on the Effective Date and shall remain in effect for a period of {{term_duration_years}} years (the "Term").

Upon the expiration or termination of this Agreement, or upon earlier request by the Disclosing Party, the Receiving Party shall promptly return or destroy all Confidential Information (and all copies thereof) disclosed under this Agreement, and shall certify in writing to the Disclosing Party that such return or destruction has been completed.

6. Remedies

The Receiving Party acknowledges that any breach of this Agreement would cause the Disclosing Party irreparable harm for which monetary damages would not be an adequate remedy, and therefore, in addition to any other remedies available, the Disclosing Party shall be entitled to seek injunctive relief to prevent any actual or threatened breach of this Agreement.

7. Governing Law and Jurisdiction

This Agreement shall be governed by and construed in accordance with the laws of {{governing_country_or_region}}. The Parties irrevocably submit to the exclusive jurisdiction of the courts located in {{governing_city_or_region}} for the resolution of any disputes arising under or in connection with this Agreement.

8. Entire Agreement

This Agreement constitutes the entire agreement between the Parties concerning the subject matter hereof and supersedes all prior agreements, understandings, and communications, whether oral or written, between the Parties relating to such subject matter. No modification, amendment, or waiver of any provision of this Agreement shall be effective unless in writing and signed by both Parties.

9. Severability

If any provision of this Agreement is found to be invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not in any way be affected or impaired thereby.

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

_____________________________

By: {{disclosing_party_signatory_name}}

Title: {{disclosing_party_signatory_title}}

For: {{company_name}}

_____________________________

By: {{consultant_signatory_name}}

Title: {{consultant_signatory_title}}

For: {{consultant_name}}