Unilateral Non-Disclosure Agreement (NDA)
Template for one-way confidentiality when only one party discloses sensitive information to the other.
This Unilateral Non-Disclosure Agreement (the "Agreement") is entered into on [Date] (the "Effective Date").
1. Parties
Disclosing Party
- Full legal name: [Company name]
- Registered address: [Address]
- CVR/ID No.: [CVR]
Receiving Party
- Full legal name: [Company name]
- Registered address: [Address]
- CVR/ID No.: [CVR]
The Disclosing Party and the Receiving Party are collectively the "Parties".
2. Purpose
The Disclosing Party agrees to provide certain confidential and proprietary information to the Receiving Party solely for [Purpose] (the "Purpose").
3. Definition of Confidential Information
"Confidential Information" means any and all non-public information disclosed by the Disclosing Party to the Receiving Party, in any form, whether tangible or intangible, including without limitation:
- technical data, designs, specifications, prototypes
- business strategies, financial information, plans
- customer or supplier lists and relationships
- trade secrets, processes, methods, formulas
- software, source code, documentation
Confidential Information also includes information that the Disclosing Party identifies as confidential at the time of disclosure.
4. Exceptions
Confidential Information does not include information that the Receiving Party can demonstrate by written records:
- is already in the public domain without breach of this Agreement
- was known to the Receiving Party before disclosure by the Disclosing Party
- was independently developed by the Receiving Party
- was rightfully received from a third party without restriction
- must be disclosed by law, regulation, or court order, provided the Disclosing Party is given reasonable prior notice to contest or limit the disclosure
5. Obligations of the Receiving Party
The Receiving Party shall:
- keep all Confidential Information strictly confidential
- use Confidential Information solely for the Purpose
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