MUTUAL NON-DISCLOSURE AGREEMENT (MNDA)
This Mutual Non-Disclosure Agreement ("Agreement") is made and entered into as of the date of payment ("Effective Date") by and between High Performance Procurement LLC DBA Wonder Services and the undersigned client ("Client").
1. Purpose
The parties are entering into a relationship in which the Company will provide coaching services to the Client (the "Purpose"). In connection with this relationship, both parties may disclose confidential and proprietary information to each other.
2. Confidential Information
For purposes of this Agreement, "Confidential Information" means any data or information, oral or written, disclosed by one party to the other, that is identified as confidential or that should reasonably be understood to be confidential given the nature of the information and the circumstances of disclosure.
3. Obligations of Receiving Party
The receiving party agrees to:
(a) Protect the confidentiality of the disclosing party's Confidential Information with the same degree of care as it protects its own Confidential Information, but in no event with less than reasonable care;
(b) Not disclose any Confidential Information to any third parties except as required by law;
(c) Use the Confidential Information only for the Purpose.
4. Exclusions
The obligations in Section 3 do not apply to information that:
(a) Is or becomes publicly known through no breach of this Agreement;
(b) Is in the possession of the receiving party prior to disclosure by the disclosing party;
(c) Is independently developed by the receiving party without use of the Confidential Information;
(d) Is required to be disclosed by law, provided the receiving party gives the disclosing party prompt notice and cooperates in any attempt to obtain a protective order.
5. Term
This Agreement shall commence on the Effective Date and shall continue in effect until terminated by either party with 30 days’ written notice. However, the obligations of confidentiality will survive termination for a period of 2 years.
6. No License
Nothing in this Agreement grants any rights or licenses to the receiving party in any of the disclosing party's Confidential Information, except as necessary to fulfill the Purpose.
7. Return of Materials
Upon termination of this Agreement or upon the disclosing party’s request, the receiving party shall return or destroy all documents and other tangible materials representing the disclosing party's Confidential Information.
8. No Warranty
All Confidential Information is provided "as is" and without any warranty, express, implied, or otherwise, regarding its accuracy or performance.
9. Miscellaneous
(a) This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior or contemporaneous understandings.
(b) This Agreement may not be amended except by a written agreement signed by authorized representatives of both parties.
(c) This Agreement shall be governed by and construed in accordance with the laws of Clark County, Nevada, without regard to its conflict of laws principles.
10. Electronic Signature
By making a payment through this form, the Client agrees to the terms and conditions of this Agreement, and this Agreement shall be considered executed and effective as of the Effective Date.