NON-DISCLOSURE AGREEMENT
This Non-Disclosure Agreement ("Agreement") is made and entered into on [Current Date] ("Effective Date") by and between:
Educare for Exceptional Children
("Disclosing Party")
[Institution's Name]*
[Institution's Address]
[Institution's City, State ZIP Code]
("Receiving Party")
Collectively, the parties agree to maintain the confidentiality of certain proprietary and confidential information disclosed in connection with the proposed partnership.
ARTICLE 1: DEFINITIONS
1.1 "Confidential Information" means all information, data, and materials disclosed by Disclosing Party to Receiving Party, including but not limited to:
(a) Business strategies and plans
(b) Curriculum design and development
(c) Research and development
(d) Financial information
(e) Technical information
(f) Proprietary software and technology
ARTICLE 2: OBLIGATIONS
2.1 Receiving Party will:
(a) Maintain Confidential Information in strict confidence
(b) Not disclose Confidential Information to third parties
(c) Not use Confidential Information for any purpose other than evaluating the proposed partnership
(d) Return or destroy Confidential Information upon request or termination of discussions
ARTICLE 3: EXCEPTIONS
3.1 Confidential Information does not include information that:
(a) Is publicly known or becomes publicly known
(b) Is already known to Receiving Party
(c) Is independently developed by Receiving Party
ARTICLE 4: TERM AND TERMINATION
4.1 This Agreement will commence on the Effective Date and continue for 2 years.
4.2 Either party may terminate this Agreement with 30 days' written notice.
ARTICLE 5: GOVERNING LAW
5.1 This Agreement will be governed by New York State, USA laws.
ARTICLE 6: ENTIRE AGREEMENT
6.1 This Agreement constitutes the entire understanding between parties.
BY SIGNING BELOW, THE PARTIES ACKNOWLEDGE THAT THEY HAVE READ, UNDERSTAND, AND AGREE TO THE TERMS AND CONDITIONS OF THIS NON-DISCLOSURE AGREEMENT.*
Educare for Exceptional Children: ____________________________
Date: ______________________________
[Institution's Name]: ______________________________
Date: ______________________________
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