Non-Disclosure Agreement (NDA)
This Bi-Directional Non-Disclosure Agreement (“Agreement”) is entered into on [Date], (“Effective Date”), between:
Academic Publishing Academy B.V., also trading under the name Magknowlia Publishing, Johan van Vlietstraat 80, 2013 AR Haarlem, The Netherlands and represented by: Bas Straub (hereinafter referred to as “Party A”)
[Counterparty’s Name], [Counterparty’s Address], (hereinafter referred to as “Party B”)
(collectively referred to as the “Parties”).
The Parties wish to engage in discussions and exchanges of information for the purpose of [Insert Purpose of Disclosure] (the “Purpose”).
- Definition of Confidential Information
(a) “Confidential Information” shall mean any and all non-public information, data, or materials disclosed by either Party to the other Party, whether in written, oral, electronic, or other tangible or intangible form, that is marked as confidential or that should reasonably be understood to be confidential given the nature of the information and the circumstances surrounding its disclosure.
(b) Confidential Information may include, but is not limited to, business plans, financial information, intellectual property, product designs, trade secrets, customer lists, and any other proprietary information.
- Obligations of Both Parties
(a) Both Parties agree to use the Confidential Information solely for the Purpose and shall not disclose, directly or indirectly, any Confidential Information to any third party without the prior written consent of the disclosing Party.
(b) Both Parties shall take reasonable measures to protect the confidentiality of the Confidential Information, including but not limited to those measures that each Party takes to protect its own confidential information of a similar nature.
(c) Each Party’s obligations under this Agreement shall survive for a period of [Insert Duration] years from the Effective Date.
The obligations of confidentiality and non-disclosure shall not apply to any information that:
(a) Is or becomes publicly available through no fault of either Party;
(b) Was rightfully in the possession of either Party prior to disclosure by the other Party;
(c) Is independently developed by either Party without the use of the other Party’s Confidential Information; or
(d) Is rightfully obtained by either Party from a third party without restriction.
- Return of Materials
Upon the written request of either Party or upon termination of this Agreement, each Party shall promptly return to the other Party all tangible materials containing or representing Confidential Information, and shall, if requested, provide a written certification of such return.
- Governing Law and Jurisdiction
This Agreement shall be governed by and construed in accordance with the laws of The Netherlands. Any disputes arising under or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts of Haarlem, The Netherlands.
IN WITNESS WHEREOF, the Parties hereto have executed this Bi-Directional Non-Disclosure Agreement as of the Effective Date.
Academic Publishing Academy B.V. (Party A)
[Counterparty’s Name] (Party B)