LEGAL CLIENT CONFIDENTIALITY (NDA) AGREEMENT
This Legal Client Confidentiality Agreement ("Agreement") is entered into as of [Date], by and between [Your Company Name], with its principal place of business at [Your Company Address] ("Company"), and [Client Name], with its principal place of business at [Client Address] ("Client").
WHEREAS, the Client desires to engage the Company for the provision of legal consulting services related to contract review, intellectual property advice, and litigation support (the "Services"); and
WHEREAS, in the course of providing the Services, the Client may disclose certain confidential information to the Company;
NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:
Confidential Information: "Confidential Information" means any and all information disclosed by the Client to the Company, whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Confidential Information may include, without limitation, trade secrets, business plans, financial information, technical data, customer lists, and any other proprietary information.
Non-Disclosure: The Company agrees not to disclose, reveal, or make use of any Confidential Information for any purpose outside the scope of the Services without the prior written consent of the Client. The Company shall take all reasonable precautions to protect the confidentiality of the Confidential Information and shall restrict access to such information to only those employees, contractors, or agents who need to know it for the purpose of providing the Services.
Exceptions: The obligations set forth in Section 2 shall not apply to any information that: (a) is or becomes generally available to the public through no fault of the Company; (b) was rightfully in the Company's possession or known by the Company prior to receipt from the Client; (c) is independently developed by the Company without reference to or use of the Confidential Information; or (d) is rightfully obtained by the Company from a third party without breach of any confidentiality obligation.
Term and Termination: This Agreement shall remain in effect for the duration of the provision of the Services and for a period of [Duration] thereafter. Either party may terminate this Agreement at any time upon written notice to the other party. Upon termination, the Company shall promptly return or destroy all Confidential Information in its possession or control.
Remedies: In the event of any actual or threatened breach of this Agreement, the Client shall be entitled to seek injunctive relief and/or monetary damages, in addition to any other remedies available at law or in equity.
Governing Law and Jurisdiction: This Agreement shall be governed by and construed in accordance with the laws of [Jurisdiction]. Any dispute arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts of [Jurisdiction].
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first above written.
[Your Company Name]
By:
Representative Name:
Title:
[Client]
By:
Client Name:
Title:
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