Financial Non-Disclosure Agreement
Effective Date: [Month Day, Year]
This Financial Non-Disclosure Agreement ("Agreement") is entered into as of [Month Day, Year], by and between:
Disclosing Party:
[Your Company's Name]
[Your Company's Address]
[City, State, ZIP Code]
Receiving Party:
[Recipient's Company Name]
[Recipient's Company Address]
[City, State, ZIP Code]
I. Introduction
Purpose: The purpose of this Agreement is to govern the disclosure and protection of confidential financial information in connection with discussions related to the potential collaboration on a new financial software platform ("Purpose").
II. Definition of Confidential Information
Scope: "Confidential Information" encompasses, but is not limited to, financial statements, business plans, budget information, investment plans, revenue figures, and any other proprietary financial data that is disclosed by either party during the course of discussions.
III. Obligations of the Parties
A. Non-Disclosure: The Receiving Party agrees to maintain strict confidentiality regarding the Confidential Information and not to disclose, reproduce, or use the information for any purpose other than achieving the Purpose outlined in
Section I.
B. Limited Access: The Receiving Party shall ensure that access to the Confidential Information is restricted to employees, agents, or representatives who have a legitimate need to know for the Purpose and who are bound by confidentiality obligations at least as restrictive as those set forth in this Agreement.
IV. Exceptions to Confidentiality
A. Public Domain: Confidential Information does not include information that is or becomes publicly available through means other than a breach of this Agreement.
B. Authorized Disclosures: The Receiving Party may disclose Confidential Information to comply with applicable law, regulation, or court order, provided that the Disclosing Party is promptly notified and given the opportunity to seek a protective order.
V. Duration of Confidentiality
Effective Period: The obligations of confidentiality shall commence on the Effective Date and continue for a period of [X] years from the date of disclosure or until earlier terminated by written agreement of the parties.
VI. Return or Destruction of Information
Return or Destruction: Upon termination of discussions or this Agreement or at the written request of the Disclosing Party, the Receiving Party shall promptly return or, at the Disclosing Party's discretion, destroy all copies of the Confidential Information.
VII. Legal Recourse
A. Breach Remedies: In the event of an actual or threatened breach of this Agreement, the Disclosing Party shall be entitled to seek injunctive relief and any other remedies available at law or in equity.
B. Notification: In the event of a suspected or actual breach of this Agreement by either party, the breaching party shall notify the other party immediately upon becoming aware of such breach.
VIII. Governing Law
A. Applicable Law: This Agreement shall be governed by and construed in accordance with the laws of the State of [Your Jurisdiction]. Any disputes arising under or in connection with this Agreement shall be subject to the exclusive jurisdiction of the federal and state courts located within the State of [Your Jurisdiction].
B. Mediation: In the event of any dispute or claim arising out of or relating to this Agreement, the parties agree to first attempt to resolve the dispute through good-faith mediation, conducted by a mutually agreed-upon mediator. If mediation is unsuccessful, either party may pursue legal remedies as provided herein.
C. Attorney's Fees: In any legal action to enforce the terms of this Agreement, the prevailing party shall be entitled to recover reasonable attorney's fees and costs from the non-prevailing party.
IX. Miscellaneous
A. Entire Agreement: This Agreement represents the entire understanding between the parties regarding the subject matter and supersedes all prior or contemporaneous agreements, whether oral or written.
B. Amendments: Any modifications to this Agreement must be made in writing and signed by both [Your Company's Name] and [Recipient's Company Name].
IN WITNESS WHEREOF, the parties hereto have executed this Financial Non-Disclosure Agreement as of the Effective Date.
Disclosing Party:
[Your Name]
[Your Title]
[Month Day, Year]
Receiving Party:
[Recipient's Name]
[Recipient's Title]
[Month Day, Year]
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