This Mutual Non-Disclosure Agreement (the "Agreement") is entered into as of [Effective Date] by and between:
- [One Page.®], with a principal place of business at [Roshna Front, King Khalid International Airport Road, Riyadh 13256, Riyadh, Kingdom of Saudi Arabia]
- [Party 2 Name], with a principal place of business at [Party 2 Address]
(Hereinafter individually referred to as a "Party" and collectively referred to as the "Parties").
1. Purpose
The Parties wish to explore a potential business relationship, and in connection with this, each Party may disclose confidential and proprietary information to the other (the "Purpose"). The Parties agree that they shall not disclose any such confidential information except as permitted by this Agreement.
2. Definition of Confidential Information
For the purposes of this Agreement, “Confidential Information” means all information disclosed by either Party, in any form, that is either designated as confidential or should reasonably be understood to be confidential given the nature of the information or the circumstances surrounding its disclosure.
Confidential Information may include, but is not limited to:
- Business strategies, plans, forecasts, financial information, and projections.
- Trade secrets, intellectual property, and technical data.
- Any discussions, negotiations, or agreements between the Parties.
3. Obligations of the Parties
The Parties agree to:
- Not disclose Confidential Information to any third party without the prior written consent of the disclosing Party.
- Protect Confidential Information with the same degree of care as they would their own confidential information, but in no case less than a reasonable standard of care.
- Use the Confidential Information solely for the Purpose stated above.
4. Exclusions
Confidential Information does not include information that:
- Was known to the receiving Party prior to disclosure by the disclosing Party.
- Becomes publicly available through no breach of this Agreement.
- Is received lawfully from a third party without restriction.
- Is independently developed by the receiving Party without use of the disclosing Party’s Confidential Information.
5. Term
This Agreement shall remain in effect for a period of [two (2)] years from the date of disclosure of the Confidential Information. The obligations of confidentiality will survive the termination of this Agreement for a period of [five (5)] years thereafter.
6. Return of Materials
Upon request by the disclosing Party, the receiving Party shall return or destroy all Confidential Information provided by the disclosing Party, including all copies, notes, and analyses derived therefrom.
7. No License
Nothing in this Agreement grants any rights to either Party in the other Party’s Confidential Information or intellectual property beyond the limited right to use the information for the stated Purpose.
8. No Obligation
Nothing in this Agreement obligates either Party to enter into any further agreements or transactions. This Agreement is only intended to govern the disclosure of Confidential Information.
9. Governing Law
This Agreement shall be governed by and construed in accordance with the laws of [Country/State], without regard to its conflict of law principles.
10. Remedies
Each Party acknowledges that the unauthorized use or disclosure of Confidential Information may cause irreparable harm. Therefore, the disclosing Party shall be entitled to seek injunctive relief, in addition to any other legal remedies.
11. Entire Agreement
This Agreement constitutes the entire understanding between the Parties with respect to the subject matter hereof and supersedes all prior discussions, agreements, or understandings of any kind.
12. Amendments
This Agreement may only be amended or modified by a written agreement signed by both Parties.
[One Page.®]
Signature:
Name: Turki Bin Humaid
Title: CEO
Date: 2024-12-03
[Party 2 Name]
Name:
Title:
Date: 2024-12-03