Legal Employment & Labor NDA
This Non-Disclosure Agreement (the "Agreement") is made as of [Month, Day, Year], by and between [Your Company Name], a [Your State/Country] Corporation with its principal place of business located at [Your Company Address] (hereinafter referred to as the "Company"), and [Employee's Name], residing at [Employee's Address] (hereinafter referred to as the "Recipient").
WHEREAS, the Company engages in the development and sale of advanced cybersecurity software solutions, and in connection with the Recipient's association with the Company, the Company has disclosed and may further disclose to the Recipient certain confidential proprietary information;
WHEREAS, the Recipient agrees to hold such confidential information in strict confidence;
NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, the parties agree as follows:
I. Definition of Confidential Information:
For purposes of this Agreement, "Confidential Information" shall mean any and all non-public information, including, without limitation, technical and non-technical information, product plans, designs, costs, product prices and names, finances, marketing plans, business opportunities, personnel, research, development or know-how that the Company considers confidential or proprietary.
II. Non-disclosure and Non-use Obligations:
The Recipient agrees not to use any Confidential Information for their own use or for any purpose other than to carry out discussions concerning, and the undertaking of, their work with the Company. The Recipient will not disclose or permit disclosure of any Confidential Information to third parties or to employees of the Company, except as expressly authorized by the Company in writing.
III. Maintenance of Confidentiality:
The individual or entity who is identified as the Recipient in this Agreement hereby expresses agreement and commitment towards implementing appropriate measures deemed reasonable to make certain that Confidential Information, which is subject to the provisions of this Agreement, is safeguarded from being disclosed or disseminated by its employees or representatives in any manner that would violate the conditions stipulated in this Agreement.
IV. Return of Materials:
Each and every document, alongside all other physical objects that contain or represent confidential information, that have been shared by the company with the receiving party, including any and all duplicates of these items that currently fit within the possession of the receiving party, are to be and to continue to be recognized as the property of the company. In case of any requests made from the company for their return, the recipient is expected to ensure their prompt return back to the company.
V. Term:
As long as the Recipient keeps their obligations under this agreement, they will continue to keep the Confidential Information that is disclosed within this agreement secure. This obligation will cease only when the Confidential Information becomes known to the public and is made readily available without any sort of action or inaction on the Recipient's part. With this fact, the obligations of the Recipient under this agreement shall continue to exist until such public disclosure happens.
VI. Remedies:
The individual or entity who is the recipient of this agreement provides their acknowledgment and acceptance that any infringement or potential threat of infringement of the conditions stated in this agreement may result in serious, non-repairable damage to the Company. Given these circumstances, the Company is allowed to pursue legal action in obtaining an injunction, or a court order that prohibits such actions, in order to protect its interests. Furthermore, the Company also retains the right to search for and employ any other legal measures or remedies that are available under the law.
VII. Miscellaneous:
This Agreement shall bind and inure to the benefit of the parties hereto and their successors and assigns. This Agreement may be amended only by written agreement signed by the parties. If any provision of this Agreement is found by a court of competent jurisdiction to be unenforceable, that provision shall be severed and the remainder of this Agreement shall remain in full force and effect.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above written.
[Your Company Name]
By: (signature)
Name: [Your Name]
Title: [Your Job Title]
Recipient: (signature)
Name: [Employee's Name]
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