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"Recipient" means a party to this agreement that receives or obtains directly or indirectly Confidential Information. "Representative" means, in relation to a party, that party's employees, agents, accountants and lawyers.
The cold hard truth is that most NDAs do not hold up in court. Non-Disclosure Agreements are most effective in establishing a paper trail of confidential information as it relates to partnerships, and discouraging partners from misappropriating proprietary information.
Identification of the parties. Definition of what is deemed to be confidential. The scope of the confidentiality obligation by the receiving party. The exclusions from confidential treatment. The term of the agreement.
The party to be charged must have signed the contract. Since the NDAs benefit you, so long as the other party has signed, that ishould be sufficient.
The NDA should clearly state the start and end date for the period of time in which the information may be exchanged between the parties. For example, you may wish to trade confidential information only at the start of the business collaboration. State the dates specifically.
Identify each party in the first section of the form. The NDA form will start by declaring it to be an agreement and identifying who the agreement is between. Whoever is disclosing the information to be protected is the "disclosing party"; write his or her name on this space.
In the Sample NDA Agreement, the Disclosing Party is the person disclosing secrets, and the Receiving Party is the person or company who receives the confidential information and is obligated to keep it secret. The terms are capitalized to indicate they are defined in the agreement.
Disclosing Party means the party disclosing Confidential Information to the other party, including any Affiliate of such other party. (d) Receiving Party means the party receiving Confidential Information from the other party, including any Affiliate of such other party.