Wyoming Non-disclosure Agreement Template
This Wyoming Non-disclosure Agreement (the "Agreement") is entered into on the ____ day of __________, 20____, by and between _______________ ("Disclosing Party") with a principal place of business located at _______________________________________, and _______________ ("Receiving Party"), whose address is _______________________________________.
WHEREAS, the Disclosing Party possesses certain confidential information that is valuable to its business and the Receiving Party is willing to receive disclosure of this confidential information with the understanding that such information will be kept confidential.
NOW, THEREFORE, in consideration of mutual promises and covenants contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:
- Confidential Information: For purposes of this Agreement, "Confidential Information" includes but is not limited to all data, materials, products, technology, computer programs, specifications, manuals, business plans, software, marketing plans, financial information, and personal information provided by the Disclosing Party, either directly or indirectly, in writing, orally, or by drawings or observation of parts or equipment.
- Obligation to Maintain Confidentiality: The Receiving Party agrees that it shall take reasonable steps, at a minimum such steps as it takes to protect its own proprietary information, to prevent the duplication, disclosure or use of any such Confidential Information, other than (a) by or to its employees, agents, and subcontractors who must have access to such Confidential Information for purposes of performing under this Agreement and who have likewise agreed to keep it confidential or (b) as required by any law, regulation, or order of any court of competent jurisdiction, provided that the Receiving Party provides prior written notice to the Disclosing Party and the opportunity to contest such disclosure.
- Term: The obligations of this Agreement shall survive for a period of ____ years from the date of this agreement, even if the parties’ business relationship ends for any reason.
- Return of Confidential Information: Upon the termination of the Agreement, or upon Disclosing Party's earlier request, the Receiving Party shall return all copies of Confidential Information received from the Disclosing Party or destroy all such copies, at the discretion of the Disclosing Party, and certify in writing to the Disclosing Party that such destruction has occurred.
- Governing Law and Dispute Resolution: This Agreement shall be governed by and construed in accordance with the laws of the State of Wyoming, without reference to its conflict of laws principles. Any disputes under this Agreement shall be resolved by arbitration in Wyoming according to the rules of the American Arbitration Association.
- Miscellaneous: This Agreement constitutes the entire agreement between the parties regarding the subject matter hereof, and supersedes all prior or contemporaneous agreements, understandings, and communications, whether written or oral. This Agreement may only be amended, or any of its provisions waived, by a written document executed by both parties.
IN WITNESS WHEREOF, the parties hereto have executed this Wyoming Non-disclosure Agreement as of the date first above mentioned.
___________________________________
Signature of Disclosing Party
___________________________________
Print Name of Disclosing Party
___________________________________
Signature of Receiving Party
___________________________________
Print Name of Receiving Party