Mutual Non-Disclosure Agreement (NDA)

Last Updated: 3/13/2026 Version 1.0

Purpose

This Agreement protects confidential information exchanged during discussions, scoping, or project evaluation (“Purpose”).

Confidential Information

“Confidential Information” includes all non‑public business, technical, operational, or security‑related information shared by either Party, including but not limited to:

  • business plans or strategies

  • system designs, architecture, or technical data

  • security assessments or findings

  • financial information

  • client or vendor information

  • intellectual property

  • any information reasonably understood to be confidential

Exclusions

Information is not considered confidential if it:

  1. becomes publicly available without breach of this Agreement

  2. is received lawfully from a third party without restriction

  3. is independently developed without reference to the Confidential Information

  4. must be disclosed by law or court order (with reasonable notice to the other Party)

Obligations

Both Parties agree to:

  • protect Confidential Information using reasonable safeguards

  • use it solely for the Purpose

  • limit access to individuals with a legitimate need to know

  • avoid disclosing it to third parties without permission

Term

This Agreement remains in effect for three (3) years from the Effective Date. Confidentiality obligations survive for five (5) years after termination.

Return or Destruction

Upon request, each Party will return or destroy Confidential Information and confirm destruction if asked.

Governing Law

This Agreement is governed by the laws of the State of Texas, without regard to conflict‑of‑law principles.

Signatures

Formal signatures may be executed electronically or during onboarding.

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