Contents
The Iowa Non-disclosure Agreement (NDA) form serves as a crucial legal tool for individuals and businesses seeking to protect sensitive information from unauthorized disclosure. This agreement outlines the terms under which confidential information can be shared, emphasizing the importance of maintaining privacy in various professional contexts. Typically, the NDA specifies the definition of confidential information, the obligations of the parties involved, and the duration of the confidentiality obligation. It may also include provisions for the handling of information upon termination of the agreement, as well as any consequences for breaches. Understanding these components is essential for anyone considering entering into an NDA, as it ensures that both parties are on the same page regarding what information must remain confidential and the expectations surrounding its use. The form is designed to be straightforward, allowing users to tailor it to their specific needs while ensuring compliance with Iowa law.
Iowa Non-disclosure Agreement Preview
Iowa Non-Disclosure Agreement (NDA) Template
This Non-Disclosure Agreement ("Agreement") is entered into on this _____ day of ___________, 20__, by and between ____________________ ("Disclosing Party"), located at ____________________________________, and ____________________ ("Receiving Party"), located at ____________________________________. The purpose of this Agreement is to prevent the unauthorized disclosure of Confidential Information as defined below. This Agreement is governed by and construed in accordance with the laws of the State of Iowa.
1. Definition of Confidential Information
For the purposes of this Agreement, "Confidential Information" includes, but is not limited to, any data, documents, prototypes, samples, marketing strategies, customer lists, financial information, sales data, pricing structures, inventions, product plans, or any other proprietary information disclosed directly or indirectly by the Disclosing Party to the Receiving Party.
2. Exclusions from Confidential Information
Confidential Information shall not include information which:
- Is or becomes publicly known through no breach of this Agreement by the Receiving Party;
- Is received from a third party without breach of any obligation to the Disclosing Party;
- Was already known by the Receiving Party before receiving it from the Disclosing Party;
- Is independently developed by the Receiving Party without use of or reference to the Disclosing Party's Confidential Information.
3. Obligations of the Receiving Party
The Receiving Party agrees to:
- Hold the Confidential Information in strict confidence and use it only for the purposes of the Agreement;
- Limit access to the Confidential Information to those of its employees who need to know such information in connection with the purpose of the Agreement and who have signed confidentiality agreements;
- Not disclose the Confidential Information to any third party without the prior written consent of the Disclosing Party.
4. Term and Termination
This Agreement shall commence on the date first above written and shall continue in effect until the Confidential Information no longer constitutes a trade secret or until the Disclosing Party sends the Receiving Party written notice that this Agreement is terminated, whichever occurs first.
5. Return of Confidential Information
Upon termination of this Agreement, the Receiving Party agrees to return to the Disclosing Party all documents, notes, and other tangible materials representing the Confidential Information and all copies thereof.
6. Remedies
The Receiving Party acknowledges and agrees that due to the unique nature of the Disclosing Party’s Confidential Information, any breach of this Agreement would cause irreparable harm for which damages alone are not an adequate remedy. Accordingly, the Disclosing Party shall be entitled to seek equitable relief, including injunction and specific performance, in addition to all other remedies provided by law.
7. General Provisions
This Agreement sets forth the entire understanding between the parties regarding the subject matter hereof and supersedes all prior agreements, whether written or oral.
8. Jurisdiction
This Agreement shall be governed by and construed in accordance with the laws of the State of Iowa, without regard to its conflict of laws provisions.
IN WITNESS WHEREOF, the parties hereto have executed this Non-Disclosure Agreement as of the date first above written.
Disclosing Party: _________________________
Receiving Party: __________________________
Date: ____________________________________
Document Features
| Fact Name | Description |
|---|---|
| Purpose | The Iowa Non-disclosure Agreement (NDA) is designed to protect confidential information shared between parties. |
| Governing Law | The NDA is governed by the laws of the State of Iowa. |
| Parties Involved | The agreement typically involves at least two parties: the disclosing party and the receiving party. |
| Duration | The duration of confidentiality obligations is often specified within the agreement, detailing how long the information must remain confidential. |
| Enforcement | In case of a breach, the injured party may seek legal remedies, including injunctions and damages. |
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