Mutual Non-Disclosure Agreement (NDA)
Template for mutual confidentiality when both parties share sensitive information during discussions or cooperation.
This Mutual Non-Disclosure Agreement (the "Agreement") is entered into on [Date] (the "Effective Date").
1. Parties
Party A
- Full legal name: [Company name]
- Registered address: [Address]
- CVR/ID No.: [CVR]
Party B
- Full legal name: [Company name]
- Registered address: [Address]
- CVR/ID No.: [CVR]
Party A and Party B are each a "Party" and together the "Parties".
2. Purpose
The Parties wish to disclose certain Confidential Information to each other solely for [Purpose] (the "Purpose").
3. Definition of Confidential Information
"Confidential Information" means any information disclosed by a Party (the "Disclosing Party") to the other Party (the "Receiving Party"), whether before or after the Effective Date, in any form (written, oral, electronic, visual, or otherwise), including without limitation:
- business, financial, commercial, and strategic information
- technical data, software, source code, designs, and processes
- intellectual property, trade secrets, and know-how
- customer, supplier, and partner information
Oral information is Confidential Information if it is identified as confidential at the time of disclosure.
4. Exclusions
Confidential Information does not include information that the Receiving Party can demonstrate:
- is or becomes publicly available without breach of this Agreement
- was lawfully known by the Receiving Party prior to disclosure
- is independently developed without use of the Confidential Information
- is lawfully obtained from a third party without a confidentiality obligation
- is required to be disclosed by law or authority, provided the Receiving Party gives notice to the Disclosing Party where legally permitted
5. Confidentiality Obligations
The Receiving Party shall:
- use the Confidential Information solely for the Purpose
- not disclose Confidential Information to any third party without prior written consent
- restrict access to employees, advisors, or affiliates with a strict need to know and who are bound by obligations no less protective than this Agreement
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