CONFIDENTIALITY AGREEMENT This Agreement entered into this ______ day of __________, 20__, at ________ _____ by and between__________________. (“_____”) and __________________ (“Purchaser”). RECITALS A. B. C. The parties desire the possibility of future business arrangements; and, Purchaser desires to purchase some of _______ inventory; and, As part of that acquisition, certain proprietary information of _____ may be disclosed to Purchaser as hereinafter described; and, The parties have agreed to maintain the confidentiality of all such business information; and, But for the commitments contained in this Agreement, no business discussions will occur between the parties nor will any confidential information be released to the Purchaser.
NOW THEREFORE in consideration of mutual promises of the parties it is hereby agreed that: 1. Confidential Information. The parties agree that all pricing, inventory, and business information of any type and description related to ________, which is made available to the Purchaser, shall be deemed “____________” and shall not be disclosed nor used by Purchaser except for the sole purpose of the subsequent resale of merchandise purchased from ______. The parties agree that the term “_____________” shall be given its broadest possible interpretation to cover all facets of business information with the exception of information that the Purchaser can identify what comes from another lawful source. 2. Nondisclosure. The parties agree that the ___________________ shall not be disclosed to any other persons or corporations. If the ___________________ are contained in a written form, they shall not be copied without the prior consent of ______. Each document or any copy thereof shall be numbered and maintained in a secure location of the office of the party receiving the information which area is not accessible to third parties or nonessential employees. Upon request, the party receiving information will provide a written list of the names of any person with access to the ___________________. The parties agree to keep the ___________________ confidential and will not 1) disclose such information to any person, firm or entity; 2) use such information in any way detrimental to the owner of the trade secret; or, 3) use such information for any purpose other than in connection with the current business discussions between the parties.
3. Scope of this Agreement. The parties agree that this Agreement shall be binding upon the