Mutual Non-Disclosure Agreement

This agreement protects confidential information exchanged between the parties. It becomes effective only when BOTH parties have signed below.

Section 1 — Parties & Effective Date

Party A (full legal name or company):

Party A address:

Party B (full legal name or company):

Party B address:

Effective date:

Term (months from effective date):

Section 2 — Direction of Disclosure

Select the type of disclosure (one):

Mutual — both parties may disclose and both must protect.

One-way — only Party A discloses; Party B receives and protects.

One-way — only Party B discloses; Party A receives and protects.

Section 3 — Definition of Confidential Information

Categories of information considered confidential under this agreement:

Information is NOT confidential if it: (a) was already lawfully known to the receiving party; (b) is or becomes publicly available through no breach; (c) is independently developed without reference to the disclosed information; or (d) is required to be disclosed by law or court order, in which case the receiving party will give prompt notice where lawful.

Section 4 — Permitted Use

Specific purpose for which the confidential information may be used:

Section 5 — Obligations

Use confidential information only for the purpose stated above.

Apply at least the same degree of care used to protect own confidential information, and no less than reasonable care.

Share confidential information only with employees and contractors bound by confidentiality obligations no less strict than those in this agreement.

Return or destroy confidential information within 30 days of written request or termination.

Section 6 — No License or Warranty

No license under any patent, copyright, trademark, or trade secret is granted by this agreement. Confidential information is provided "as is" without warranty of accuracy or completeness.

Section 7 — Acknowledgments & Signatures

I have read and understood each section of this agreement.

I consent to electronic signatures having the same legal effect as handwritten signatures.

I am authorized to enter into this agreement on behalf of the party named above.

Party A — printed name:

Date:

Party B — printed name:

Date:

Optional — upload a countersigned scan:

This template is provided for reference only and does not constitute legal advice. Consult qualified counsel before relying on this document.