This Mutual Non-Disclosure Agreement ("Agreement") is entered into on [DATE] between HLP Credit Solutions Corporation ("HLP") and [COUNTERPARTY] ("Counterparty"). HLP and Counterparty may each act as Disclosing Party or Receiving Party.
"Confidential Information" means any non-public information disclosed by one party to the other, whether oral, written, electronic, or in any other form, that a reasonable person would understand to be confidential. This includes: client files, dispute methodologies, financial data, pricing, partner arrangements, unpublished writing, business plans, and marketing strategy.
The Receiving Party will: (a) hold Confidential Information in strict confidence; (b) use it only for the Purpose stated in Section 3; (c) restrict access to employees and advisors with a need to know who are bound by equivalent obligations; (d) apply the same care as it applies to its own most sensitive information, and no less than reasonable care.
Confidential Information may be used solely to [explore a partnership / evaluate a referral relationship / consider a co-marketing arrangement].
Confidential Information does not include information that: (a) is public through no fault of the Receiving Party; (b) was known to the Receiving Party before disclosure; (c) is independently developed without reference; (d) is rightfully received from a third party with no duty of confidentiality.
This Agreement remains in force for three (3) years from the date first written above. Obligations regarding trade secrets survive as long as the information remains a trade secret.
Upon written request, the Receiving Party will return or destroy all Confidential Information within 15 days and certify destruction in writing.
Nothing in this Agreement grants any license or ownership of the Disclosing Party's intellectual property.
Governed by Texas law. Venue in Tarrant County, Texas.