Marketing NDA for Affiliate Marketers

1. Introduction

1.1 Purpose of the Agreement:

This Marketing Non-Disclosure Agreement ("Agreement") is established to safeguard sensitive information shared between the Parties in the context of affiliate marketing collaboration on [Month Day, Year]. This Agreement is entered into by and Between [Your Company Name] with its principal place of business at [Your Company Email Address] hereinafter referred to as the Disclosing Party and [Your Second Party] with permanent address at [Your Second Party’s Address] hereinafter referred to as the Receiving Party. 

2. Confidential Information

2.1 Definition of Confidential Information:

"Confidential Information" encompasses non-public information, data, or materials disclosed by the Disclosing Party to the Receiving Party related to the affiliate marketing collaboration. This includes marketing strategies, customer data, product information, business plans, and financial data.

2.2 Examples of Confidential Information:

• Marketing campaign strategies and performance data.

• Customer contact lists and purchasing history.

• Product development plans and prototypes.

3. Obligations

3.1 Receiving Party's Commitments:

The Receiving Party agrees to:

• Maintain strict confidentiality of all Confidential Information received.

• Use Confidential Information solely for the Purpose defined in this Agreement.

3.2 Use and Disclosure of Confidential Information:

The Receiving Party shall not disclose Confidential Information to third parties without prior written consent from the Disclosing Party, except as required by law.

4. Exclusions

4.1 Exceptions to Confidential Information:

The obligations of confidentiality do not apply to information that:

• Was already known to the Receiving Party before disclosure by the Disclosing Party.

• Becomes publicly available without a breach of this Agreement.

4.2 Publicly Available Information:

Information that is publicly accessible or developed independently by the Receiving Party without using Confidential Information is not considered Confidential Information.

5. Duration

5.1 Duration of the Agreement:

This Agreement remains effective for three (3) years from the Effective Date.

5.2 Termination and Renewal:

Either Party may terminate this Agreement with written notice. It may also be renewed by mutual consent.

6. Return of Information

6.1 Return or Destruction of Confidential Information:

Upon request by the Disclosing Party or upon Agreement termination, the Receiving Party must promptly return or destroy all copies of Confidential Information.

6.2 Confirmation of Destruction:

The Receiving Party shall provide written confirmation of Confidential Information destruction.

7. Remedies

7.1 Actions in the Event of Breach:

In case of breach or threatened breach of this Agreement, the Disclosing Party may seek injunctive relief and/or damages.

7.2 Legal Remedies:

The Parties acknowledge that legal remedies may be insufficient, and equitable remedies may also be sought.

8. Performance Metrics Overview

Metric	Current Value	Target Value
Click-Through Rate	5.2%	6.0%
Conversion Rate	2.8%	3.5%
Sales Revenue (USD)	$15,000	$20,000
Customer Acquisition	250	300

9. Governing Law

8.1 Applicable Law and Jurisdiction:

This Agreement shall be governed by and construed in accordance with the laws of Los Angeles County, California. Any disputes shall be subject to the jurisdiction of California.

10. Entire Agreement

9.1 Agreement Supersedes Prior Understandings:

This Agreement constitutes the entire understanding between the Parties regarding the subject matter and supersedes all prior agreements and understandings, whether written or oral.

9.2 No Oral Modifications:

Modifications to this Agreement must be in writing and signed by both Parties.

11. Amendment

10.1 Amendment Process:

Any amendments to this Agreement require writing and signatures from both Parties.

12. Severability

11.1 Validity of Remaining Provisions:

If any provision is found unenforceable, the remaining provisions remain in full force and effect.

13. Execution

12.1 Signatures of Parties:

This Agreement may be executed in counterparts, each considered an original, forming one instrument.

______________________

Disclosing Party

______________________

Receiving Party

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