Maryland Non-Disclosure Agreement
This Non-Disclosure Agreement (the "Agreement") is made and entered into as of the ___ day of __________, 20___, by and between:
Disclosing Party: ________________________________
Address: ______________________________________
and
Receiving Party: ________________________________
Address: ______________________________________
Collectively referred to as the "Parties." This Agreement is governed by the laws of the State of Maryland.
1. Definition of Confidential Information
For purposes of this Agreement, "Confidential Information" shall include all information disclosed by the Disclosing Party to the Receiving Party, whether in written, oral, or electronic form, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure.
2. Obligations of Receiving Party
- The Receiving Party agrees to keep the Confidential Information confidential and not to disclose it to any third parties without the prior written consent of the Disclosing Party.
- The Receiving Party shall use the Confidential Information solely for the purpose of ________________________________.
- The Receiving Party shall take all reasonable precautions to protect the confidentiality of the Confidential Information.
3. Exclusions from Confidential Information
Confidential Information does not include information that:
- Is or becomes publicly known through no breach of this Agreement by the Receiving Party;
- Is received from a third party without breach of any obligation of confidentiality;
- Is independently developed by the Receiving Party without the use of or reference to the Disclosing Party's Confidential Information.
4. Term
This Agreement shall commence on the date first written above and shall continue for a period of ___ years, unless terminated earlier by either Party with ___ days written notice to the other Party.
5. Return of Materials
Upon termination of this Agreement, the Receiving Party agrees to return or destroy all materials containing Confidential Information, including any copies thereof.
6. No License
This Agreement does not grant any rights to the Receiving Party in or to the Confidential Information, except as expressly set forth herein.
7. Governing Law
This Agreement shall be governed by and construed in accordance with the laws of the State of Maryland.
IN WITNESS WHEREOF, the Parties have executed this Non-Disclosure Agreement as of the date first above written.
Disclosing Party Signature: ________________________________
Date: ______________________________________
Receiving Party Signature: ________________________________
Date: ______________________________________