Free Illinois NDA Template

1. PARTIES

This Mutual Non-Disclosure Agreement (the "Agreement") is entered into as of [DATE] (the "Effective Date") by and between [PARTY A NAME], located at [PARTY A ADDRESS] ("Disclosing Party"), and [PARTY B NAME], located at [PARTY B ADDRESS] ("Receiving Party"), collectively referred to as the "Parties."

2. PURPOSE

The Parties wish to explore a potential business relationship and may disclose confidential information. This Agreement governs the protection of such information.

3. DEFINITION OF CONFIDENTIAL INFORMATION

3.1 "Confidential Information" means any non-public information, including but not limited to trade secrets, business plans, financial data, customer lists, technical specifications, and proprietary processes disclosed by one Party to the other, whether orally, in writing, or electronically.

3.2 Confidential Information does not include information that: (a) is or becomes publicly available through no fault of the Receiving Party; (b) was rightfully known prior to disclosure; (c) is independently developed; or (d) is required to be disclosed by law.

4. OBLIGATIONS OF RECEIVING PARTY

4.1 The Receiving Party agrees to: (a) hold Confidential Information in strict confidence; (b) use it solely for the Purpose; (c) limit access to employees or agents with a need to know who are bound by similar obligations; and (d) take reasonable measures to protect it, consistent with Illinois Trade Secrets Act.

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