NON-DISCLOSURE AGREEMENT (NDA)

This Non-Disclosure Agreement ("Agreement") is entered into on [Date], by and between:

[Your Company Name or Your Name], hereinafter referred to as the "Disclosing Party,"

and

[Recipient's Name or Company Name], hereinafter referred to as the "Receiving Party."

The Disclosing Party and the Receiving Party may be collectively referred to as the "Parties."

1. Purpose

The Parties wish to engage in discussions and share certain confidential and proprietary
information for the purpose of [briefly describe the purpose, e.g., "evaluating a potential
business partnership" or "collaborating on a research project"] (the "Purpose").

2. Definition of Confidential Information

"Confidential Information" shall mean any and all information, data, or materials, in whatever
form, whether oral, written, digital, or otherwise, that is disclosed by the Disclosing Party to
the Receiving Party, either directly or indirectly, and that is designated as confidential or that,
under the circumstances, should reasonably be considered confidential. Confidential
Information may include, but is not limited to, trade secrets, business plans, financial
information, product designs, customer lists, and any other proprietary information related to
the Purpose.

3. Obligations of the Receiving Party

3.1 Non-Disclosure: The Receiving Party agrees to keep all Confidential Information
received from the Disclosing Party confidential and to protect it with the same degree of
care it uses to protect its own confidential information.

3.2 Use Restrictions: The Receiving Party shall use the Confidential Information solely
for the Purpose and shall not use it for any other purpose without the prior written
consent of the Disclosing Party.

3.3 No Disclosure: The Receiving Party shall not disclose the Confidential Information to
any third party, except its employees, contractors, or advisors who have a legitimate
need to know and have signed a similar confidentiality agreement.

4. Term and Termination

This Agreement shall be effective as of the date first above written and shall remain in effect
forever, unless terminated earlier by either Party with written notice.

5. Return of Information

Upon the written request of the Disclosing Party or upon the termination of this Agreement, the
Receiving Party shall promptly return or destroy all Confidential Information and any copies,
extracts, or summaries thereof.
6. Governing Law and Jurisdiction

This Agreement shall be governed by and construed in accordance with the Contract Laws

7. Entire Agreement

This Agreement constitutes the entire agreement between the Parties concerning the subject
matter hereof and supersedes all prior negotiations, understandings, and agreements.

IN WITNESS WHEREOF, the Parties hereto have executed this Non-Disclosure Agreement as of
the date first above written.

[Your Company Name or Your Name] [Your Signature]

[Recipient's Name or Company Name] [Recipient's Signature]