Legal
Non-Disclosure Agreement (NDA) — Template
This is a template NDA for use as a starting point. It may be adapted for a specific project and does not replace legal advice.
1) Parties
This Non-Disclosure Agreement (“Agreement”) is entered into between:
GXN Services (operated from Lebanon) and The Client.
Each party may be referred to as a “Party” and together as the “Parties”.
2) Confidential information
Confidential information includes, without limitation:
- Business information and plans
- Source code and technical implementations
- Client data and user data
- Marketing strategies and commercial terms
- Technical documentation and architecture
- Financial information
- Designs, prototypes, and materials
Confidential information may be shared in writing, verbally, visually, or by access to systems and files.
3) Obligations
Both Parties agree:
- Not to disclose confidential information to third parties except as permitted by this Agreement
- Not to misuse confidential materials for purposes outside the intended collaboration
- To protect shared information with reasonable safeguards (including limiting access to need-to-know persons)
Disclosure to employees, contractors, or advisors is permitted only if they are bound by confidentiality obligations at least as protective as this Agreement.
4) Exceptions
Information is not confidential if it:
- Is publicly available without breach of this Agreement
- Was already known to the receiving Party before disclosure (with evidence)
- Is independently developed without use of confidential information
- Must be disclosed by law or court order (with prompt notice where permitted)
5) Duration
This NDA remains effective for 5 years after disclosure of confidential information, unless a different term is agreed in writing.
6) Miscellaneous
This template is provided for convenience. A signed project-specific NDA may include additional clauses (e.g., governing law, jurisdiction, return/destruction of materials, injunctive relief).