Tennessee Non-Disclosure Agreement
This Non-Disclosure Agreement (the "Agreement") is made as of the ______ day of __________, 20____, by and between:
- Disclosing Party: [Disclosing Party's Name] with an address at [Disclosing Party's Address]
- Receiving Party: [Receiving Party's Name] with an address at [Receiving Party's Address]
This Agreement is intended to ensure the protection of confidential information shared between the parties in accordance with Tennessee state laws.
1. Definition of Confidential Information
For the purpose of this Agreement, "Confidential Information" means any and all information disclosed by the Disclosing Party to the Receiving Party, whether in writing, orally, or in any other form, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure.
2. Obligations of Receiving Party
- The Receiving Party agrees to hold Confidential Information in strict confidence.
- Confidential Information will not be disclosed to any third party without prior written consent from the Disclosing Party.
- All Confidential Information will be used solely for the purpose of [specific purpose, e.g., evaluating a potential business relationship].
3. Exceptions
The obligations of the Receiving Party under this Agreement do not apply to Confidential Information that:
- Is or becomes publicly known without breach of this Agreement.
- Is received from a third party without a breach of any obligation of confidentiality.
- Is independently developed by the Receiving Party without the use of or reference to the Disclosing Party's Confidential Information.
4. Term
This Agreement will remain in effect for a period of ______ years from the date of disclosure of the Confidential Information.
5. Governing Law
This Agreement shall be governed by and construed in accordance with the laws of the State of Tennessee.
6. Miscellaneous
This Agreement constitutes the entire understanding between the parties regarding the subject matter hereof and supersedes all prior agreements, representations, or understandings, whether written or oral.
IN WITNESS WHEREOF, the parties hereto have executed this Non-Disclosure Agreement as of the date first above written.
Disclosing Party:
_____________________________
Signature
_____________________________
Printed Name and Title
Receiving Party:
_____________________________
Signature
_____________________________
Printed Name and Title