Custom NDA Template — AI-Drafted, Deal-Ready

# MUTUAL NON-DISCLOSURE AGREEMENT

**Date:** ________________
**Between:**
1. ________________ ("Party A")
2. ________________ ("Party B")

(collectively, the "Parties")

## 1. Purpose

The Parties wish to explore a potential business relationship
("Purpose") and may need to disclose certain confidential
information to each other.

## 2. Definition of Confidential Information

"Confidential Information" means any non-public information
disclosed by either Party, including but not limited to:
- Business plans, financial data, and projections
- Technical designs, source code, and algorithms
- Customer lists, pricing strategies, and marketing plans
- Any information marked "Confidential" or reasonably
  understood to be confidential given its nature

**Exclusions:** Information that is (a) publicly available through
no fault of the receiving Party, (b) already known to the
receiving Party, (c) independently developed, or (d) disclosed
by a third party without restriction.

## 3. Obligations

Each Party agrees to:
- Use Confidential Information solely for the Purpose
- Restrict disclosure to employees/advisors with a need to know
- Protect information with at least the same care used for
  its own confidential information (and no less than reasonable care)

## 4. Term & Survival

This Agreement is effective for **2 years** from the date above.
Confidentiality obligations survive termination for **3 years**.

## 5. Remedies

The Parties acknowledge that breach may cause irreparable harm
and that the disclosing Party is entitled to seek injunctive
relief in addition to other available remedies.