Mergers and Acquisitions Non-Disclosure Agreement

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

Disclosing Party:
Receiving Party:

For purposes of this Agreement, "Confidential Information" means all information, whether written, oral or in any other form, disclosed by the Disclosing Party to the Receiving Party relating to the contemplated merger or acquisition transaction, including but not limited to business, financial, operational, or technical information.

• To maintain the confidentiality of the Confidential Information;
• Not to disclose any Confidential Information to third parties without prior written consent of the Disclosing Party;
• To use the Confidential Information solely for evaluating the potential merger or acquisition.

Confidential Information does not include information which:

• Is or becomes generally available to the public other than as a result of a disclosure by the Receiving Party;
• Was in the possession of the Receiving Party prior to disclosure;
• Is received from a third party without breach of any obligation of confidentiality;
• Is independently developed by the Receiving Party without use of or reference to the Confidential Information.

This Agreement and the confidentiality obligations herein shall continue for a period of years from the date of disclosure.

Upon the Disclosing Party's request, the Receiving Party shall promptly return or destroy all Confidential Information.

Nothing in this Agreement obligates either party to enter into any further agreement or business relationship.

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

This Agreement constitutes the entire understanding between the parties and supersedes all prior discussions.