A non-disclosure agreement (NDA) is a crucial legal document that protects confidential information between parties. NDA`s are commonly used in business transactions, employment agreements, and any situation where one party needs to share sensitive information with another while ensuring that this information remains confidential.
In English, a non-disclosure agreement is commonly referred to as an NDA. The document outlines the details of the confidential information that needs to be protected, the duration of the agreement, and what happens if the agreement is breached. It`s essential to include these details in the agreement to protect all parties involved.
Here`s an example of a non-disclosure agreement in English:
NON-DISCLOSURE AGREEMENT
THIS AGREEMENT (the “Agreement”) is made and entered into on [DATE] by and between [NAME OF PARTY SHARING INFORMATION] (the “Disclosing Party”) and [NAME OF PARTY RECEIVING INFORMATION] (the “Receiving Party”).
WHEREAS, the Disclosing Party possesses certain confidential information, which the Receiving Party desires to receive and use for limited purposes.
NOW, THEREFORE, in consideration of the mutual covenants and undertakings contained in this Agreement, the parties agree as follows:
1. Confidential Information. The Disclosing Party agrees to provide the Receiving Party with certain confidential information (the “Confidential Information”) in connection with [SPECIFY PURPOSE]. The Receiving Party agrees to use the Confidential Information only for the limited purpose set forth in this Agreement.
2. Term. This Agreement shall begin on the date first written above and shall continue for a period of [SPECIFY TERM], unless earlier terminated by either party in accordance with this Agreement.
3. Ownership of Information. The Disclosing Party shall retain all right, title, and interest in and to the Confidential Information, and the Receiving Party shall not acquire any right, title or interest in or to the Confidential Information or any intellectual property rights associated therewith.
4. Confidentiality. The Receiving Party shall use the same degree of care to protect the Confidential Information from unauthorized disclosure as it uses to protect its own confidential information of a similar nature, but not less than reasonable care.
5. Exceptions. The obligations of confidentiality under this Agreement shall not apply to any information that (a) is already known to the Receiving Party at the time of disclosure, (b) is or becomes publicly known through no fault of the Receiving Party, (c) is rightfully received by the Receiving Party from a third party without restriction on disclosure or (d) is independently developed by the Receiving Party without reference to the Confidential Information.
6. Remedies. The parties agree that any breach of this Agreement may cause irreparable harm to the Disclosing Party for which monetary damages alone may be an inadequate remedy. Therefore, the Disclosing Party may seek injunctive relief in addition to any other available legal or equitable remedies.
7. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of [SPECIFY JURISDICTION], and any legal action arising out of or relating to this Agreement shall be brought exclusively in the courts of [SPECIFY JURISDICTION].
8. Entire Agreement. This Agreement constitutes the entire agreement between the parties and supersedes all prior or contemporaneous agreements or understandings, whether written or oral, relating to the subject matter of this Agreement.
9. Amendment and Waiver. No amendment or waiver of any provision of this Agreement shall be effective unless in writing and signed by both parties.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above.
Disclosing Party: ________________________
Receiving Party: ________________________
In conclusion, a non-disclosure agreement is an essential tool in protecting sensitive information between parties. This document should be carefully constructed, legally binding, and include provisions that outline the confidential information, the duration of the agreement, remedies for breach, and other essential components. By incorporating an NDA in your business dealings, you can safeguard your interests, limit liability, and avoid potential disputes.