Free Simple Non-Disclosure Agreement

Non-Disclosure Agreement
This Non-Disclosure Agreement ("Agreement") is made and effective the ___________ (Date), by and between ____________________ ("Recipient") and _______________ ("Company).

Whereas the Recipient wishes to review certain materials, products or trade secrets of the Company from time to time, and the Company wishes to retain confidentiality about the same, the Recipient and Company agree as follows:

_____________________ and _____________________ agrees that they shall not disclose the information so conveyed, unless in conformity with this agreement. Both parties shall limit disclosure to their officers and employees with a reasonable “need to know” the information, and shall protect the same from disclosure with reasonable diligence.

As to all information, which each party claims is confidential, they shall reduce the same to writing prior to disclosure and shall conspicuously mark the same as “confidential,” “not to be disclosed” or with other clear indication of its status.

The obligation of non-disclosure shall terminate when if any of the following occurs:

(a) The confidential information becomes known to the public without the fault of the party receiving disclosure, or;

(b) The information is disclosed publicly by the party disclosing, or;

(c) a period of __________ passes from the disclosure, or;

(d) the information loses its status as confidential through no fault of the party receiving disclosure.

In any event, the obligation of non-disclosure shall not apply to information which was known to a party prior to the execution of this agreement.

Dated: _______________________________

_______________________________________________

Company

________________________________________________

Recipient