Illinois Non-Disclosure Agreement
This Non-Disclosure Agreement ("Agreement") is entered into as of [Date] by and between [Disclosing Party's Name], with a principal place of business at [Disclosing Party's Address] ("Disclosing Party") and [Receiving Party's Name], with a principal place of business at [Receiving Party's Address] ("Receiving Party").
This Agreement is governed by the laws of the State of Illinois.
The parties agree as follows:
- Definition of Confidential Information: "Confidential Information" refers to any data or information that is proprietary to the Disclosing Party and is not generally known to the public, whether in tangible or intangible form, disclosed directly or indirectly.
- Obligations of Receiving Party: The Receiving Party agrees to:
- Hold the Confidential Information in strict confidence.
- Use the Confidential Information solely for the purpose of [Purpose of Disclosure].
- Restrict disclosure of the Confidential Information to employees or agents who need to know for the stated purpose.
- Exceptions: The obligations of the Receiving Party do not apply to Confidential Information that:
- Is or becomes publicly known through no breach of this Agreement.
- Is received from a third party without breach of any obligation of confidentiality.
- Is independently developed by the Receiving Party without use of or reference to the Disclosing Party’s Confidential Information.
- Term: This Agreement shall commence on the effective date and continue for a period of [Duration].
- Return of Materials: Upon termination of this Agreement, all Confidential Information must be returned or destroyed, and written confirmation of such action must be provided to the Disclosing Party.
- Severability: If any provision of this Agreement is deemed unenforceable, the remaining provisions will continue in full force and effect.
- Governing Law: This Agreement shall be governed by the laws of the State of Illinois, without regard to its conflict of laws principles.
IN WITNESS WHEREOF, the parties hereto have executed this Non-Disclosure Agreement as of the date first above written.
Disclosing Party:
Name: _______________________________
Signature: ___________________________
Date: ________________________________
Receiving Party:
Name: _______________________________
Signature: ___________________________
Date: ________________________________