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This Non-Disclosure Agreement (this “Agreement” or this “Non-Disclosure Agreement”) by and
between [Sender. Company], a [Sender. State] of incorporation type of legal entity, having its
principal place of business at [Sender.StreetAddress] (the “Disclosing Party”), and [Client. Company],
a [Client. State] of incorporation type of legal entity, having its principal place of business
at [Client.StreetAddress] (the “Receiving Party”) who agrees to be bound by this Agreement.

1. DEFINITIONS

For this Non-Disclosure Agreement, the following terms are defined as follows: ​

a. “Trade Secret” means all information possessed by or developed for [Sender Company] to which
all the following apply:

(i)the information derives independent economic value from not being generally
known, and
(ii) [Sender Company] takes reasonable precautions to prevent such information
from being disclosed to the public.

b. “Confidential Information” means information, to the extent, it is not a Trade Secret,

which is possessed by [Sender Company] and which relates to [Sender Company], including,
without limitation, for example, business plans, strategies, existing or proposed bids, costs,
technical developments, financial or business projections, investments, marketing plans, or
training information, materials, and examples of confidential information.

2. NON DISCLOSURE OF CONFIDENTIAL INFORMATION

Except as required to further the relationship between the [Sender. Company] and [Client
Company] or as expressly authorised in writing on behalf of [Sender. Company], [Client.
Company] shall not disclose, directly or indirectly, any Confidential Information during the period of
their relationship with [Sender. Company] or any time after the termination of such relationship.