NDA Template (Non-Disclosure Agreement)

This Non-Disclosure Agreement (the "Agreement") is entered into on between Brightline Studio LLC, of 88 King Street, Seattle, WA 98104, and Taylor Morgan, of 302 Lake Drive, Bellevue, WA 98004.

1. 1. Purpose. The parties wish to share certain information for the purpose of evaluating a possible business relationship for website design and development services (the "Purpose"). This Agreement protects information that Brightline Studio LLC (the "Disclosing Party") shares with Taylor Morgan (the "Receiving Party").
2. 2. Confidential Information. "Confidential Information" means any non-public information disclosed in writing, orally or by any other means, including business plans, customer lists, pricing, financial data, designs, software, trade secrets, know-how and any information marked or reasonably understood to be confidential.
3. 3. Exclusions. Confidential Information does not include information that (a) is or becomes public through no fault of the Receiving Party; (b) was already known to the Receiving Party without restriction; (c) is received from a third party with no duty of confidentiality; or (d) is independently developed without use of the Confidential Information.
4. 4. Obligations. The Receiving Party will (a) use Confidential Information only for the Purpose; (b) not disclose it to anyone except employees, contractors or advisors who need to know it and are bound by similar confidentiality duties; and (c) protect it with at least the same care it uses for its own confidential information, and no less than reasonable care.
5. 5. Required disclosure. If the law or a court requires disclosure, the Receiving Party may disclose only what is required, after giving the Disclosing Party prompt written notice where legally permitted.
6. 6. Term. The duty of confidentiality lasts for 2 years from the date of this Agreement. Trade secrets remain protected for as long as they qualify as trade secrets under law.
7. 7. Return of information. On request, the Receiving Party will promptly return or destroy all Confidential Information and copies in its possession.
8. 8. No license or obligation. Nothing in this Agreement grants any license or ownership rights, or obligates either party to enter into any further agreement.
9. 9. Remedies. Unauthorized disclosure may cause irreparable harm, and the Disclosing Party may seek injunctive relief in addition to any other remedies available by law.
10. 10. General. This Agreement is governed by the laws of the State of Washington. It is the entire agreement on this subject and may be changed only in writing signed by both parties.

This template is for general use and is not legal advice. Consider having an attorney review agreements involving high-value information.