# Materiality Agreement
## This Materiality Agreement (the "Agreement") is made and entered into as of the ___ day of __________, 20___ (the "Effective Date"), by and between:
### [Party A Name]
**Address:** [Party A Address]
**Email:** [Party A Email]
AND
### [Party B Name]
**Address:** [Party B Address]
**Email:** [Party B Email]
(collectively referred to as the "Parties").
---
## 1. Purpose
The purpose of this Agreement is to establish the materiality standards and responsibilities of both Parties concerning the disclosure and assessment of information that may have a significant impact on the decisions of the Parties and their stakeholders.
## 2. Material Information
For the purposes of this Agreement, "Material Information" means any information that is likely to affect the economic decisions of the Parties or the sustainability of their relationships. This includes, but is not limited to, financial data, operational impacts, regulatory changes, and market conditions.
## 3. Disclosure Obligations
- **3.1** Each Party agrees to disclose to the other Party any Material Information promptly upon becoming aware of it.
- **3.2** Disclosure shall occur within [number] business days of determining that the information is material.
## 4. Assessment of Materiality
- **4.1** Both Parties agree to collaboratively assess the Material Information based on the following criteria:
- Relevance to financial performance or sustainability.
- Impact on operational effectiveness.
- Regulatory compliance considerations.
- **4.2** The Parties shall document all assessments and the decisions made regarding the materiality of the disclosed information.
## 5. Confidentiality
- **5.1** Any Material Information exchanged under this Agreement shall be considered confidential and shall not be disclosed to third parties without the prior written consent of the Party that provided the information.
- **5.2** The obligations of confidentiality shall survive the termination of this Agreement for a period of [number] years.
## 6. Term and Termination
- **6.1** This Agreement shall commence on the Effective Date and continue for a period of [number] years unless terminated earlier by either Party with [number] days written notice to the other Party.
- **6.2** Termination of this Agreement shall not relieve either Party of obligations to disclose and maintain the confidentiality of Material Information acquired during the term.
## 7. Governing Law
This Agreement shall be governed by and construed in accordance with the laws of the State of [State], without regard to its conflict of law principles.
## 8. Entire Agreement
This Agreement constitutes the entire understanding between the Parties concerning the subject matter hereof and supersedes all prior agreements, understandings, or negotiations, whether written or oral.
## 9. Amendments
Any amendments or modifications to this Agreement must be made in writing and signed by both Parties.
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### IN WITNESS WHEREOF, the Parties hereto have executed this Materiality Agreement as of the Effective Date.
**[Party A Name]**
______________________________
**Signature**:
**Name**: [Printed Name]
**Title**: [Title]
**[Party B Name]**
______________________________
**Signature**:
**Name**: [Printed Name]
**Title**: [Title]
---
*This document is for informational purposes only and does not constitute legal advice. It is recommended that the Parties seek legal counsel before finalizing any contractual agreements.*