# Non-Party Legal Agreement
**This Non-Party Legal Agreement (the "Agreement") is made and entered into as of [Date], by and between [Your Name or Entity Name], with a principal address at [Your Address] ("Disclosing Party"), and [Non-Party Name], with a principal address at [Non-Party Address] ("Non-Party").**
## 1. Purpose
The purpose of this Agreement is to outline the terms and conditions under which certain confidential information may be disclosed to a non-party for the purpose of [describe purpose, e.g., research, evaluation, etc.].
## 2. Definition of Confidential Information
For purposes of this Agreement, "Confidential Information" shall include all written, electronic, or oral information that is provided by the Disclosing Party to the Non-Party, including but not limited to:
- Business plans, strategies, and information
- Financial information
- Technical data
- Product designs and specifications
- Marketing strategies
## 3. Obligations of the Non-Party
The Non-Party agrees to:
- Maintain the confidentiality of the Confidential Information.
- Use the Confidential Information solely for the purpose described in this Agreement.
- Not disclose any Confidential Information to any third party without the prior written consent of the Disclosing Party.
- Take all reasonable measures to protect the confidentiality of the Confidential Information.
## 4. Exclusions from Confidential Information
Confidential Information does not include information that:
- Is or becomes publicly known through no fault of the Non-Party.
- Was in the Non-Party's possession prior to the disclosure by the Disclosing Party.
- Is independently developed by the Non-Party without reference to or use of the Confidential Information.
- Is required to be disclosed by law or court order, provided that the Non-Party gives the Disclosing Party prompt written notice of such requirement.
## 5. Term
This Agreement shall commence on the date first above written and shall continue in effect until the Confidential Information no longer qualifies as confidential or until terminated by either party upon thirty (30) days written notice.
## 6. Return or Destruction of Confidential Information
Upon termination of this Agreement or upon written request of the Disclosing Party, the Non-Party shall promptly return or destroy all copies of the Confidential Information, and provide written confirmation of such return or destruction.
## 7. No License
Nothing in this Agreement grants the Non-Party any rights in or to the Confidential Information, except as expressly set forth herein.
## 8. Governing Law
This Agreement shall be governed by and construed in accordance with the laws of the State of [Your State].
## 9. Entire Agreement
This Agreement constitutes the entire understanding between the parties regarding the subject matter hereof and supersedes all prior agreements and understandings, whether written or oral, relating to such subject matter.
## 10. Signatures
**IN WITNESS WHEREOF**, the parties hereto have executed this Non-Party Legal Agreement as of the date first above written.
**Disclosing Party:**
[Your Name or Entity Name]
_____________________________
[Your Signature]
[Your Printed Name]
[Your Title]
[Date]
**Non-Party:**
[Non-Party Name]
_____________________________
[Non-Party Signature]
[Non-Party Printed Name]
[Non-Party Title]
[Date]
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*This document is a template and should be customized to meet specific legal requirements. It is advisable to consult with a qualified attorney before using this Agreement.*