Non-Disclosure Agreement (NDA)

This Non-Disclosure Agreement ("Agreement") is entered into as of by and between:

• Disclosing Party:
• Receiving Party:

Together referred to as "the Parties."

1. Definition of Confidential Information

For purposes of this Agreement, "Confidential Information" means any data, information, or materials, whether oral or written, disclosed by the Disclosing Party to the Receiving Party related to the web development project.

2. Obligations of Receiving Party

• Maintain the confidentiality of the Confidential Information.
• Not disclose Confidential Information to any third party without prior written consent of the Disclosing Party.
• Not use Confidential Information for any purpose except for evaluating or performing the web development project.

3. Exclusions

This Agreement does not apply to information that:

1. Is or becomes publicly available through no fault of the Receiving Party.
2. Was in the Receiving Party’s possession before disclosure by the Disclosing Party.
3. Is disclosed to the Receiving Party by a third party with the legal right to do so.
4. Is independently developed by the Receiving Party without reference to the Confidential Information.

4. Term

This Agreement and Receiving Party’s duty to hold Confidential Information in confidence remain in effect for years from the date of disclosure.

5. Return of Materials

Upon request, the Receiving Party will promptly return or destroy all Confidential Information.

6. Governing Law

This Agreement shall be governed in accordance with the laws of .

7. Entire Agreement

This Agreement constitutes the entire understanding between the Parties regarding the subject matter and supersedes all prior agreements.