Mutual Non-Disclosure Agreement
Version 1.0
Mutual Non-Disclosure Agreement
This Mutual Non-Disclosure Agreement ("Agreement") is entered into as of [DATE] between:
- Dostal Technology LLC ("Dostal"), and
- [COMPANY LEGAL NAME] ("Company"),
collectively the "Parties," in connection with a possible business relationship (the "Purpose").
1. Confidential Information
"Confidential Information" means any non-public information disclosed by either Party ("Disclosing Party") to the other ("Receiving Party"), whether business, technical, or financial, that is designated confidential at the time of disclosure or that a reasonable person would understand to be confidential given its nature and the circumstances of disclosure — including source code, architecture, financial data, customer data, and business plans.
Confidential Information does not include information that:
- was already known to the Receiving Party without an obligation of confidentiality;
- is or becomes publicly available through no fault of the Receiving Party;
- is independently developed by the Receiving Party without use of the Confidential Information; or
- is rightfully received from a third party without restriction.
2. Obligations
The Receiving Party will:
- use the Confidential Information only for the Purpose;
- protect it with at least the same care it uses for its own confidential information, and no less than reasonable care;
- not disclose it to any third party except employees or advisors who need to know it for the Purpose and are bound by confidentiality obligations at least as protective as this Agreement.
3. Compelled Disclosure
If the Receiving Party is legally compelled to disclose Confidential Information (e.g., by subpoena or court order), it will — to the extent legally permitted — give the Disclosing Party prompt notice so the Disclosing Party may seek a protective order, and will disclose only the portion legally required.
4. No License, No Obligation to Proceed
Nothing in this Agreement grants either Party any license or ownership right in the other Party's Confidential Information. Nothing obligates either Party to enter into any further agreement or business relationship.
5. Term
This Agreement remains in effect for [NUMBER] years from the date above. The confidentiality obligations survive for [NUMBER] years after any disclosure of Confidential Information, or indefinitely for information that qualifies as a trade secret under applicable law.
6. Return or Destruction
Upon written request, the Receiving Party will return or destroy all Confidential Information in its possession, except for archival copies retained per standard backup/retention policies, which remain subject to this Agreement's confidentiality obligations.
7. Governing Law
This Agreement is governed by the laws of the State of [STATE], without regard to conflict-of-law principles.
Dostal Technology LLC
Signature: _______________________ Name: [NAME] Title: [TITLE] Date: [DATE]
[COMPANY LEGAL NAME]
Signature: _______________________ Name: [NAME] Title: [TITLE] Date: [DATE]