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Non-Disclosure Agreement
Updated: 04/05/2004

Format: ms word

This document provides you with a template to structure a NDA between your company and a 3rd party.

Software Notes:

Actual view of first page of agreement:


By and between

_______________________________, a corporation organized and existing under
the laws of the state of ____________________, having a place of business at ____________________________________.


_______________________________, a corporation organized and existing under the laws of the state of _______________, having offices at __________________________________________________.

WHEREAS, the parties to this Agreement wish to disclose certain information for the following purposes(s): ___________________________________________________


WHEREAS, pursuant to the above, the parties desire to disclose to each other certain of their proprietary information pertaining to the above purpose(s), which information the parties regard as Confidential Information;

NOW, THEREFORE, the parties hereto agree as follows:

1. For the purposes of this Agreement, Confidential Information shall mean any information and data of a confidential nature including, but not limited to, proprietary, developmental, technical, marketing, sales, operating, performance, cost, know-how, business and business-process information, computer programming techniques, and all record-bearing media containing or disclosing such information and techniques which is disclosed pursuant to this Agreement.

2. The parties agree that disclosure to and receipt of Confidential Information with one another is for the purpose(s) set forth above and for no other purpose.

3. All Confidential Information exchanged between the parties pursuant to this Agreement:

a) Shall, if in written physical form, be marked “Confidential” or similarly legended by the disclosing party before being turned over to the receiving party or, if orally disclosed, be designated as “Confidential” at the time of disclosure and, within thirty (30) days of such disclosure, clearly described in a writing designating such information as confidential;