Marketing Affiliate Collaboration NDA
Marketing Affiliate Collaboration NDA
1. PREAMBLE
This Non-Disclosure Agreement ("Agreement"), effective as of [Month Day, Year], is entered into by and between [Your Company Name], a corporation with its principal place of business at [Your Company Address], hereinafter referred to as ("Disclosing Party") and [Partner Name], with its principal place of business at [Partner Address], hereinafter referred to as ("Receiving Party"), collectively referred to as the ("Parties").
2. PURPOSE
The Parties desire to engage in a Marketing Affiliate Collaboration, during which certain confidential information may be disclosed. This Agreement seeks to protect such confidential information.
3. DEFINITION OF CONFIDENTIAL INFORMATION
For the purposes of this Agreement, "Confidential Information" shall include, but not be limited to:
|
Category |
Description |
|
Affiliate Strategies |
Plans, strategies, and techniques utilized by the affiliate |
|
Marketing Data |
Data pertaining to marketing campaigns, analytics, and results |
|
Financial Details |
Revenue shares and other monetary arrangements |
|
Proprietary Software |
Tools, software, or platforms exclusive to either Party |
|
Customer Data |
Data relating to customers including preferences and behaviors |
4. OBLIGATIONS
4.1. The Receiving Party covenants to hold the Confidential Information in the utmost confidence. It agrees not to disclose, reproduce, distribute, or utilize said information in any manner outside the scope of the mutual collaboration between the Parties, unless expressly permitted by the Disclosing Party.
4.2. Ownership of the Confidential Information shall exclusively vest with the Disclosing Party. Upon the Disclosing Party's written directive, the Receiving Party is obligated to either promptly return or irreversibly destroy all tangible manifestations of such Confidential Information, providing written certification of such destruction if so requested.
5. EXCEPTIONS
The stipulations of this Agreement shall not encompass the following:
5.1. Information that, without any wrongful act or breach by the Receiving Party, becomes publicly available or enters the public domain.
5.2. Information that was already within the Receiving Party's possession prior to its disclosure by the Disclosing Party and was not acquired directly or indirectly from the Disclosing Party.
6. TERM AND TERMINATION
This Agreement shall commence upon its execution and extend up to [Month Day, Year]. Notwithstanding the aforementioned duration, should the Confidential Information enter the public domain through no fault of the Receiving Party, this Agreement may be deemed concluded prior to the specified termination date.
6.1. In the event that either Party wishes to terminate this Agreement prior to the end date for reasons other than the public dissemination of the Confidential Information, a written notice of at least [00] days must be provided to the other Party.
6.2. Upon the termination of this Agreement, the Receiving Party shall promptly return or destroy, as directed by the Disclosing Party, all copies of Confidential Information in its possession, custody, or control.
6.3. It is imperative to note that, regardless of the termination of this Agreement or the reason for such termination, the obligations of the Receiving Party to uphold the confidentiality of the information shall remain perpetually binding and shall not be extinguished by the passage of time or any subsequent agreements between the Parties.
7. GOVERNING LAW
This Agreement, including its formation, interpretation, and legal effect, shall be exclusively governed by and construed in line with the laws of [State]. This stipulation is agreed upon irrespective of the Parties' respective locations or the jurisdictions in which they conduct business. Any and all disputes or claims arising out of or in connection with this Agreement shall be subject to the jurisdiction and venue of the courts located within [State].
8. AMENDMENTS
Any changes, modifications, or amendments to the terms of this Agreement shall be valid only if documented in writing. These alterations must be explicitly agreed upon, endorsed, and signed by duly authorized representatives from both Parties. Such written modifications will serve as testament to the mutual consent and understanding of the Parties regarding the changes and shall be annexed to this Agreement, becoming an integral part thereof.
9. ENTIRE AGREEMENT
This Agreement represents the comprehensive and conclusive understanding between the Parties, encompassing all terms, conditions, and stipulations pertinent to the subject matter herein. It effectively nullifies and supplants any prior agreements, discussions, correspondences, or representations, be they written or verbal, that might have pertained to the same subject. The Parties acknowledge and affirm that they have not relied on any statements or assurances outside of this Agreement in deciding to enter into this binding arrangement.
10. ACKNOWLEDGEMENT
By signing below, the Parties acknowledge and agree to be bound by the strict terms and conditions of this Agreement.
[Your Company Name] Signature:
[Your Name]
[Your Position]
[Month Day, Year]
[Partner Name] Signature:
[Partner Representative Name]
[Partner Representative Position]
[Month Day, Year]
