Free Non-Disclosure Agreement for Business Ideas Template
Non-Disclosure Agreement for Business Ideas
This Non-Disclosure Agreement ("Agreement") is made effective as of the 1st day of January, 2050, by and between [Your Company Name], a business entity organized under the laws of Michigan, with its principal office located at [Your Company Address] ("Disclosing Party"), and Clint Renner, an individual residing at Detroit, MI 48201 ("Receiving Party").
This Agreement is intended to protect the business ideas, concepts, and other proprietary information shared between the parties in connection with potential collaboration or business endeavors.
I. Definition of Confidential Information
For purposes of this Agreement, the term "Confidential Information" refers to any non-public, proprietary, or business-sensitive information disclosed by the Disclosing Party to the Receiving Party, which may include, but is not limited to:
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Business plans, strategies, and marketing concepts
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Product ideas, technological innovations, and designs
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Financial data, customer lists, and sales projections
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Any other confidential information that the Disclosing Party explicitly identifies as confidential at the time of disclosure
Confidential Information does not include information that:
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Was already in the possession of the Receiving Party at the time of disclosure without an obligation of confidentiality
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Becomes publicly available through no fault of the Receiving Party
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Is independently developed by the Receiving Party without reference to or reliance on the Confidential Information
II. Confidentiality Obligations
1. Non-Disclosure
The Receiving Party agrees not to disclose, share, or otherwise reveal any Confidential Information to third parties without the prior written consent of the Disclosing Party. This obligation extends beyond the termination of the business discussions and shall remain in effect for a period of five (5) years from the date of disclosure.
2. Use of Confidential Information
The Receiving Party shall use the Confidential Information solely for the purpose of evaluating the potential business opportunity, partnership, or collaboration with the Disclosing Party. The Confidential Information shall not be used for any other purpose or to the benefit of any third party.
III. Return or Destruction of Confidential Information
Upon conclusion of the business discussions or upon written request by the Disclosing Party, the Receiving Party shall promptly return or destroy all documents, records, or materials containing Confidential Information. This includes physical copies as well as digital files.
IV. No License or Ownership Rights
This Agreement does not grant the Receiving Party any rights, title, or interest in or to any Confidential Information, intellectual property, or other proprietary materials shared by the Disclosing Party. All rights to the Confidential Information remain the exclusive property of the Disclosing Party.
V. Exclusions from Confidentiality
The confidentiality obligations of this Agreement do not apply to information that:
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Was publicly available at the time of disclosure, or later becomes publicly available without breach of this Agreement
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Was disclosed by a third party to the Receiving Party without any breach of confidentiality
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Is required to be disclosed by law, regulation, or court order, provided the Receiving Party notifies the Disclosing Party of such requirement as soon as possible
VI. Governing Law
This Agreement shall be governed by, and construed in accordance with, the laws of the State of Michigan, without regard to its conflict of laws principles.
VII. Remedies for Breach
In the event of a breach or threatened breach of this Agreement, the Disclosing Party shall be entitled to seek injunctive relief, in addition to any other available legal remedies, to prevent further disclosure or use of the Confidential Information.
VIII. Miscellaneous Provisions
1. Entire Agreement
This Agreement represents the entire understanding between the parties with respect to the disclosure of Confidential Information and supersedes any prior agreements or understandings, whether oral or written, between the parties.
2. Modifications
No amendments or modifications to this Agreement shall be valid unless made in writing and signed by both parties.
3. Severability
If any provision of this Agreement is found to be invalid or unenforceable, the remainder of the Agreement shall remain in full force and effect.
IX. Signatures
IN WITNESS WHEREOF, the parties hereto have executed this Non-Disclosure Agreement as of the date first written above.
For the Disclosing Party:
Name: [Your Name]
Title: Chief Executive Officer
For the Receiving Party:
Name: Clint Renner
Title: Prospective Partner
