Non-Disclosure Agreement
Please Review and Sign the NDA
NON-DISCLOSURE AGREEMENT
This Non-Disclosure Agreement (the "Agreement") is entered into as of the date of submission (the "Effective Date") by and between Catholic Data.Co, LLC, a limited liability company organized under the laws of Nebraska ("Disclosing Party"), and the undersigned individual or entity ("Recipient").
1. Purpose: The Disclosing Party intends to provide the Recipient with confidential information regarding the potential sale of Catholic Data.Co, LLC's Shopify store and related assets (the "Business"). The Recipient agrees to use this information solely for evaluating the potential purchase of the Business.
2. Definition of Confidential Information: "Confidential Information" includes, but is not limited to, business plans, financial statements, customer data, supplier lists, marketing strategies, proprietary technology, and any other non-public information disclosed by the Disclosing Party, whether in written, oral, electronic, or other form.
3. Obligations of Recipient:
- The Recipient shall keep all Confidential Information strictly confidential and not disclose it to any third party without the prior written consent of the Disclosing Party.
- The Recipient shall use the Confidential Information solely for the purpose of evaluating the Business and not for any other purpose, including competitive or commercial advantage.
- The Recipient shall take reasonable measures to protect the Confidential Information, including measures at least as protective as those used for its own confidential information.
4. Exclusions: Confidential Information does not include information that: (a) is publicly available through no fault of the Recipient; (b) was lawfully in the Recipient's possession prior to disclosure; (c) is lawfully obtained from a third party without restriction; or (d) is independently developed by the Recipient without use of the Confidential Information.
5. Duration: This Agreement shall remain in effect for two (2) years from the Effective Date, or until terminated by mutual agreement. The Recipient's obligations regarding Confidential Information shall survive termination for a period of five (5) years.
6. Return or Destruction of Information: Upon request by the Disclosing Party or upon termination of this Agreement, the Recipient shall return or destroy all Confidential Information, including copies, and certify such destruction in writing.
7. No Obligation to Proceed: This Agreement does not obligate either party to proceed with any transaction or disclose specific information beyond what the Disclosing Party deems necessary.
8. Remedies: The Recipient acknowledges that unauthorized disclosure or use of Confidential Information may cause irreparable harm to the Disclosing Party. The Disclosing Party shall be entitled to seek injunctive relief and other remedies, including damages, for any breach of this Agreement.
9. Governing Law: This Agreement shall be governed by and construed in accordance with the laws of Nebraska, without regard to conflict of law principles.
10. Entire Agreement: This Agreement constitutes the entire understanding between the parties and supersedes all prior agreements regarding the subject matter.
By signing below, the Recipient acknowledges that they have read, understood, and agree to be bound by the terms of this Agreement.