270 Legal [Sample Agreements]

6. Confidentiality.

6.1 Confidential Information. Each party acknowledges and agrees that all
business and technical information provided to it by the other party
pursuant to this Agreement constitutes confidential and/or proprietary
information of the other party (“Confidential Information”).
Confidential Information shall includes all oral, written or recorded
confidential and/or proprietary information about or related to the
disclosing party or its business, including without limitation the
terms and conditions of this Agreement. Notwithstanding the foregoing,
Confidential Information does not include information that (i) is or
becomes publicly available without breach of this Agreement; (ii) can
be shown by documentation to have been known to the receiving party
prior to its receipt from the disclosing party; (iii) is rightfully
received from a third party who did not acquire or disclose such
information by a wrongful or tortious act; (iv) can be shown by
documentation to have been developed by the receiving party without
reference to any Confidential Information; or (v) that the receiving
party becomes legally obligated to disclose to a governmental entity
with jurisdiction over it. In addition, each party is entitled to
disclose the terms and conditions of this Agreement (vi) as required
by law, including applicable securities law, and (vii) to banks,
proposed investors and financing sources, where disclosure is related
to securing additional financing for that party.

View the complete agreement here.