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1. The parties

This agreement is between [Your name] of [Your business] and [Client name] of [Client company]. Both parties may share confidential information with each other. Each party receiving information ("the Receiving Party") owes the obligations below to the party sharing it ("the Disclosing Party").

2. What is confidential

Confidential information means non-public information disclosed by one party to the other, in any form, including but not limited to:

[Describe the confidential information covered, e.g. business plans, client lists, designs, source code, financials.]

It also includes the existence and terms of this agreement.

3. What is not confidential

Confidential information does not include information that is or becomes public through no fault of the Receiving Party, was already known to the Receiving Party without a duty of confidence, is independently developed without using the disclosed information, or is rightfully received from a third party who is free to share it.

4. Obligations

The Receiving Party agrees to keep the confidential information secret, use it only for the purpose it was shared, not disclose it to anyone except employees or contractors who need it and are bound by similar obligations, and protect it with at least reasonable care.

5. Required disclosure

If the Receiving Party is legally compelled to disclose confidential information (for example, by a court order), it may do so, but must give the Disclosing Party prompt written notice where legally allowed so the Disclosing Party can seek protection.

6. Term

These obligations begin on 2026-08-01 and continue for 3 years after the information is last disclosed, or until the information is no longer confidential, whichever comes first.

7. Return of information

On written request, or when the work between the parties ends, the Receiving Party will return or destroy the confidential information and any copies, except one archival copy kept solely to meet legal obligations.

8. No license or obligation

Nothing in this agreement grants any ownership or license in the confidential information, or obligates either party to enter into any further business relationship. All confidential information remains the property of the Disclosing Party.

9. Remedies

The parties agree that a breach may cause harm that money alone cannot fix, so the Disclosing Party may seek an injunction in addition to any other remedy available at law.

10. General

This is the entire agreement on this subject and may be changed only in writing signed by both parties. It is governed by the laws of the state where the Receiving Party is based. It may be signed electronically, and electronic signatures are valid and binding under the U.S. ESIGN Act and UETA.