Privacy policy
Confidentiality Agreement
This Confidentiality Agreement ("Agreement") is made effective as of July 11th 2024, between VWB ("Disclosing Party") and [Recipient's Name] ("Receiving Party").
1. Definition of Confidential Information
"Confidential Information" refers to any and all information disclosed by the Disclosing Party to the Receiving Party, whether orally, in writing, or in electronic form, that is marked as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Confidential Information may include, but is not limited to, business plans, product designs, financial information, customer lists, and proprietary technology.
2. Obligations of Receiving Party
The Receiving Party agrees to:
a. Maintain the confidentiality of all Confidential Information disclosed by the Disclosing Party. b. Not disclose or permit disclosure of any Confidential Information to any third party without the prior written consent of the Disclosing Party. c. Use the Confidential Information solely for the purpose of [state purpose, e.g., evaluating a business relationship] and not for any other purpose without the express written consent of the Disclosing Party. d. Take all reasonable precautions to protect the confidentiality of the Confidential Information, using at least the same degree of care as it uses to protect its own confidential information of a similar nature.
3. Exclusions
Confidential Information shall not include information that:
a. Is or becomes publicly known through no breach by the Receiving Party. b. Is rightfully received from a third party without breach of any obligation of confidentiality. c. Is independently developed by the Receiving Party without use of or reference to the Disclosing Party’s Confidential Information.
4. Term
This Agreement shall remain in effect for a period of [specify duration] from the date of disclosure of the Confidential Information.
5. Return of Confidential Information
Upon termination of this Agreement or upon the Disclosing Party’s written request, the Receiving Party shall promptly return or destroy all Confidential Information, including all copies thereof, in its possession or control.
6. Governing Law
This Agreement shall be governed by and construed in accordance with the laws of Canada, without regard to its conflict of law principles.
7. Miscellaneous
a. This Agreement constitutes the entire agreement between the parties regarding the subject matter hereof and supersedes all prior agreements and understandings, whether written or oral. b. No modification, amendment, or waiver of any provision of this Agreement shall be effective unless in writing and signed by both parties.
8. Counterparts
This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
IN WITNESS WHEREOF, the parties hereto have executed this Confidentiality Agreement as of the effective date first written above.