# Fraudulent Concealment Agreement
**This Fraudulent Concealment Agreement ("Agreement") is made and entered into as of [Date], by and between:**
**1. [Party A Name]**
Address: [Party A Address]
("Disclosing Party")
**2. [Party B Name]**
Address: [Party B Address]
("Receiving Party")
**RECITALS**
WHEREAS, the Disclosing Party possesses certain confidential and proprietary information that may be relevant to the Receiving Party;
WHEREAS, the Disclosing Party has a duty to disclose all material information to the Receiving Party;
WHEREAS, the Receiving Party acknowledges that fraudulent concealment occurs when one party knowingly fails to disclose material facts that could influence the other party's decision-making process;
NOW, THEREFORE, in consideration of the mutual promises and covenants herein contained, the parties agree as follows:
## 1. Definition of Confidential Information
For the purposes of this Agreement, "Confidential Information" shall mean any and all non-public information, data, documents, and materials disclosed by the Disclosing Party to the Receiving Party, whether orally or in writing.
## 2. Duty to Disclose
The Disclosing Party agrees to disclose any and all material facts related to the Confidential Information that may influence the Receiving Party’s decision regarding its engagement in any business transaction or relationship.
## 3. Fraudulent Concealment
The Disclosing Party acknowledges that failure to disclose material information may result in fraudulent concealment. The Disclosing Party agrees that:
- It will not intentionally withhold any relevant information or material facts.
- Any misrepresentation of the facts, whether through omission or deceit, will constitute a breach of this Agreement.
## 4. Remedies
In the event of a breach of the Disclosing Party's duty to disclose as outlined in this Agreement, the Receiving Party shall have the right to:
- Seek damages resulting from the fraudulent concealment.
- Rescind any contracts or agreements that were entered into based on misleading or incomplete information.
## 5. Governing Law
This Agreement shall be governed by and construed in accordance with the laws of the [State/Country], without regard to its conflict of laws principles.
## 6. Entire Agreement
This Agreement constitutes the entire understanding between the parties regarding the subject matter hereof and supersedes all prior agreements, understandings, representations, and warranties, both written and oral, regarding such subject matter.
## 7. Amendments
This Agreement may not be amended or modified except in writing signed by both parties.
## 8. Signatures
IN WITNESS WHEREOF, the parties hereto have executed this Fraudulent Concealment Agreement as of the date first above written.
______________________________
**[Party A Name]**
Disclosing Party
______________________________
**[Party B Name]**
Receiving Party
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*This document is a template and should be reviewed by a legal professional before being executed.*